Common use of Matters Requiring Investor Director Approval Clause in Contracts

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred Directors:

Appears in 10 contracts

Samples: Investors’ Rights Agreement (Ventyx Biosciences, Inc.), Investors’ Rights Agreement (Sensei Biotherapeutics, Inc.), Rights Agreement

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Matters Requiring Investor Director Approval. (a) So long as the holders of Preferred Stock are entitled to elect a three Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote or consent of a majority of the at least two Preferred Directors:

Appears in 5 contracts

Samples: Investors’ Rights Agreement (Winc, Inc.), Investors’ Rights Agreement (Winc, Inc.), Investors’ Rights Agreement (Winc, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred Directors:

Appears in 4 contracts

Samples: Investors’ Rights Agreement (Cue Health Inc.), Investors’ Rights Agreement (Cue Health Inc.), Investors’ Rights Agreement (Harpoon Therapeutics, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, nor shall it permit any subsidiary to, without approval of the Board of Directors, which approval must include the affirmative vote of a majority at least one of the Preferred Directors:

Appears in 4 contracts

Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Evelo Biosciences, Inc.), Investors’ Rights Agreement (Evelo Biosciences, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a one or more Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred DirectorsDirectors or if there is only one Preferred Director, the affirmative vote of such remaining Preferred Director:

Appears in 3 contracts

Samples: Assignment Agreement, Assignment Agreement, Investors’ Rights Agreement (Histogenics Corp)

Matters Requiring Investor Director Approval. So long as the holders of Series A Preferred Stock are entitled entitled, as a separate class, to elect a the Lead Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, nor shall it permit any subsidiary to, without approval of the Board of DirectorsBoard, which approval must include the affirmative vote of a majority of the Lead Preferred DirectorsDirector:

Appears in 3 contracts

Samples: Rights Agreement (Sigilon Therapeutics, Inc.), Rights Agreement (Sigilon Therapeutics, Inc.), Investors’ Rights Agreement (Sigilon Therapeutics, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a at least one (1) Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, nor shall it permit any subsidiary to, without approval of the Board of DirectorsBoard, which approval must include the affirmative vote of a majority of the all Preferred DirectorsDirectors then in office:

Appears in 3 contracts

Samples: Investors’ Rights Agreement (Codiak BioSciences, Inc.), Investors’ Rights Agreement (Codiak BioSciences, Inc.), Investors’ Rights Agreement (Codiak BioSciences, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of DirectorsBoard, which approval must include the affirmative vote of at least a majority of the Preferred DirectorsDirectors then serving on the Board:

Appears in 3 contracts

Samples: Investors’ Rights Agreement (Catabasis Pharmaceuticals Inc), Investors’ Rights Agreement (Catabasis Pharmaceuticals Inc), Investors’ Rights Agreement (Catabasis Pharmaceuticals Inc)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall notnot do any of the following, nor permit any of its direct or indirect subsidiaries to do any of the following, without approval of the Board of DirectorsBoard, which approval must include including the affirmative vote of a majority of the Preferred DirectorsInvestor Director Approval:

Appears in 3 contracts

Samples: Rights Agreement, ’ Rights Agreement (Ra Pharmaceuticals, Inc.), ’ Rights Agreement (Ra Pharmaceuticals, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a one or more Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority at least three (3) Preferred Directors (or all Preferred Directors then in office if there are at the time fewer than three (3) Preferred Directors on the Board of Directors of the Preferred Directors:Corporation):

Appears in 3 contracts

Samples: Rights Agreement, Investors’ Rights Agreement (Beam Therapeutics Inc.), Rights Agreement

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the then-serving Preferred Directors:

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Revolution Medicines, Inc.), Investors’ Rights Agreement (Revolution Medicines, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock Shares are entitled to elect a Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of DirectorsBoard, which approval must include the affirmative vote of a majority of the Preferred DirectorsDirectors then serving on the Board:

Appears in 2 contracts

Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Deciphera Pharmaceuticals, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a one or more Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred DirectorsIVP Director:

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Ziprecruiter, Inc.), Investors’ Rights Agreement (Ziprecruiter, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the at least two Preferred Directors:

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Homology Medicines, Inc.), Investors’ Rights Agreement (Homology Medicines, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a at least one Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority all of the Preferred DirectorsDirectors then in office:

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Scholar Rock Holding Corp), Investors’ Rights Agreement (Scholar Rock Holding Corp)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Directorany member of the Board of Directors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority at least two of the Preferred Series B Directors:

Appears in 2 contracts

Samples: Investors’ Rights Agreement (CytomX Therapeutics, Inc.), Investors’ Rights Agreement (CytomX Therapeutics, Inc.)

Matters Requiring Investor Director Approval. So long as the any holders of Preferred Stock are entitled to elect a Preferred Directorone or both of the Investor Directors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of DirectorsBoard, which approval must include the affirmative vote of a majority at least one of the Preferred Investor Directors:

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Moderna, Inc.), Investors’ Rights Agreement (Moderna, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Series A Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the at least one Preferred DirectorsDirector:

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Applied Therapeutics Inc.), Investors’ Rights Agreement (Applied Therapeutics Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a the Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred Directors:

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Intellia Therapeutics, Inc.), Investors’ Rights Agreement (Intellia Therapeutics, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Series B Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority all of the Preferred Directors:

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Immuneering Corp), Investors’ Rights Agreement (Immuneering Corp)

Matters Requiring Investor Director Approval. So long as the holders of Series A Preferred Stock are entitled to elect a Preferred Directordirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Requisite Preferred Directors:

Appears in 2 contracts

Samples: Investors’ Rights Agreement (89bio, Inc.), Rights Agreement

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a the Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority at least two of the Preferred Directors:

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Akouos, Inc.), Investors’ Rights Agreement (Akouos, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred Requisite Directors:

Appears in 2 contracts

Samples: Rights Agreement (Cyteir Therapeutics, Inc.), Investors’ Rights Agreement (Cyteir Therapeutics, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority one of the Preferred Directors, provided, however, that clauses (g) and (i) shall require the affirmative vote of at least two-thirds of the Preferred Directors:

Appears in 2 contracts

Samples: Investors’ Rights Agreement (KnowBe4, Inc.), Investors’ Rights Agreement (KnowBe4, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a the Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority at least one of the Preferred Directors (except with respect to clause (e) below, which shall require the affirmative vote of both Preferred Directors:):

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Flex Pharma, Inc.), Investors’ Rights Agreement (Flex Pharma, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority at least two of the Preferred Directors:Directors (except as set forth below):

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Editas Medicine, Inc.), Investors’ Rights Agreement (Editas Medicine, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, nor shall it permit any subsidiary to, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Lead Preferred DirectorsDirector:

Appears in 2 contracts

Samples: Investors’ Rights Agreement, Joinder Agreement (Kaleido Biosciences, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a at least one (1) or more Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, nor shall it permit any Affiliate of the Company to, without approval of the Board of Directors(or any committee thereof), which approval must include the affirmative vote of at least three (3) of the Preferred Directors, provided, that, any approval by a majority duly elected committee of the Board shall only require the approval of at least two (2) of the Preferred Directors:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Icosavax, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred DirectorDirector (as defined in the Restated Certificate), the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred Directors:

Appears in 1 contract

Samples: Investor Rights Agreement (Oyster Point Pharma, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, nor shall it permit any subsidiary to, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred Directors:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Seres Therapeutics, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a the Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a the majority of the Preferred Directors:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Monte Rosa Therapeutics, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of the Company’s Preferred Stock are entitled to elect a at least one Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of at least a majority of the Preferred Non-Common Directors then serving on the Board of Directors:

Appears in 1 contract

Samples: Investors’ Rights Agreement (6d Bytes Inc.)

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Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority at least three of the Preferred Directors:

Appears in 1 contract

Samples: Investors’ Rights Agreement (IsoPlexis Corp)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a the Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority at least one of the Preferred DirectorsDirectors who are members of the Board of Directors at such time:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Cabaletta Bio, Inc.)

Matters Requiring Investor Director Approval. So long as the any holders of Preferred Stock are entitled to elect a one or more Preferred DirectorDirectors (as defined in the Restated Certificate), the Company hereby covenants and agrees with each of the Investors that it the Company shall not, and shall not permit any of its subsidiaries to, without approval of the Board of Directors, which approval must include the affirmative vote of a majority or consent of the Board, including the Preferred DirectorsDirector Approval:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Imago BioSciences, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock Shares are entitled to elect a one or more Preferred DirectorDirectors in the aggregate, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred Directors:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Pandion Therapeutics Holdco LLC)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a any Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of DirectorsBoard, which approval must include the affirmative vote of a majority at least one of the then-serving Preferred Directors:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Satsuma Pharmaceuticals, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock Shares are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred DirectorsDirectors then in office:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Forma Therapeutics Holdings, Inc.,)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a the Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred Directors:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Magenta Therapeutics, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are [***] is entitled to elect designate a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred Requisite Directors:: [***]

Appears in 1 contract

Samples: Investors’ Rights Agreement (PureTech Health PLC)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without the approval of the Board of Directors, which such approval must to include the affirmative vote approval of a majority each of the Preferred DirectorsDirectors then in office:

Appears in 1 contract

Samples: Investor Rights Agreement (LogMeIn, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a at least two (2) Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of DirectorsBoard, which approval must include the affirmative vote of a majority of the Preferred Directors:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Rain Therapeutics Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Requisite Preferred DirectorsDirector Vote:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Talaris Therapeutics, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority at least two of the Preferred Directors:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Checkmate Pharmaceuticals, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority both of the Preferred Directors:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Stoke Therapeutics, Inc.)

Matters Requiring Investor Director Approval. So long as the holders there are any shares of Preferred Stock are entitled to elect a Preferred Directoroutstanding, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote a majority of the Board of Directors (including the approval of a majority of the Preferred Directors:Directors then in office):

Appears in 1 contract

Samples: Investors’ Rights Agreement (Akero Therapeutics, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority two of the Preferred Directors:Directors (or, if fewer, such number of Preferred Directors as there are then serving):

Appears in 1 contract

Samples: Investors’ Rights Agreement (RayzeBio, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled entitled, exclusively as a separate class, to elect a one or more Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred DirectorsDirector:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Axcella Health Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred Directors, including at least one Series A Director:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Kymera Therapeutics, Inc.)

Matters Requiring Investor Director Approval. (a) So long as the holders of Preferred Stock are entitled to elect a Preferred Director, the Company hereby covenants and agrees with each of the Investors that it shall notnot and it shall cause each of its direct and indirect subsidiaries not to, without approval of the Board of DirectorsBoard, which approval must include the affirmative vote of a majority of the Preferred Requisite Investor Directors:

Appears in 1 contract

Samples: Investors’ Rights Agreement (TScan Therapeutics, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred DirectorDirectors pursuant to the Company’s certificate of incorporation, the Company hereby covenants and agrees with each of the Investors that it shall not, nor shall it permit any Subsidiary to, without approval of the Board of Directors, Directors (which such approval must include the affirmative vote of a majority of the Preferred Directors:Director Approval):

Appears in 1 contract

Samples: Investor Rights Agreement (Poniard Pharmaceuticals, Inc.)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority of the Preferred Directors, including at least one BBA Director and one OM Director:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Prelude Therapeutics Inc)

Matters Requiring Investor Director Approval. So long as the holders of Preferred Stock are entitled to elect a Preferred DirectorDirectors, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of a majority three of the Preferred Directors:Directors (or, if fewer, such number of Preferred Directors as there are then serving):

Appears in 1 contract

Samples: Investors’ Rights Agreement (RayzeBio, Inc.)

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