Common use of Minimum Ownership Clause in Contracts

Minimum Ownership. (a) Xxxxxx and Xxxxxxx each hereby irrevocably tenders his resignation as director effective as of the date that (i) the Ownership Interest of the Shareholder Group and Xxxxxxx, in the aggregate, falls below 5% of the outstanding Common Stock (based on the latest annual or quarterly report of the Company filed with the SEC pursuant to Section 13 or 15(d) of the Exchange Act) or (ii) the Shareholder Group and/or Xxxxxxx breaches its obligation under Section 6(b) and such breach has not been cured within five (5) days following written notice of such breach. The Board may accept either or both such resignations, in its sole discretion, by a majority vote (excluding Xxxxxx and Xxxxxxx). For the avoidance of doubt, in the event Xxxxxx or Xxxxxxx resign from the Board and a replacement director(s) is appointed pursuant to Section 5 hereof, this Section 6(a) shall apply to such replacement director(s), and the Shareholder Group, Xxxxxxx and their respective Affiliates and Associates shall cause such replacement director(s) to fulfill such obligation.

Appears in 2 contracts

Samples: Agreement (Becker Drapkin Management, L.P.), Agreement (Pixelworks, Inc)

AutoNDA by SimpleDocs

Minimum Ownership. (a) Xxxxxx and Xxxxxxx each hereby irrevocably tenders his resignation as director effective as of the date that (i) the Ownership Interest of the Shareholder Group and the Ownership Interest of Xxxxxxx, in the aggregate, falls below 5% of the outstanding Common Stock (based on the latest annual or quarterly report of the Company filed with the SEC pursuant to Section 13 or 15(d) of the Exchange Act) or (ii) the Shareholder Group and/or Xxxxxxx breaches its obligation under Section 6(b) and such breach has not been cured within five (5) 30 days following written notice of such breach. The , and the Board may accept either or both such resignations, in its sole discretion, by a majority vote (excluding Xxxxxx and Xxxxxxx). For ; provided that, for the avoidance of doubt, in the event Xxxxxx or Xxxxxxx resign from the Board Board, and a replacement director(s) is appointed pursuant to Section 5 hereof, this Section 6(a) shall apply to such replacement director(sdirector (s), and the Shareholder Group, Xxxxxxx Group and their respective its Affiliates and Associates shall cause such replacement director(s) to fulfill such obligation.

Appears in 2 contracts

Samples: Agreement (Ruby Tuesday Inc), Agreement (Becker Drapkin Management, L.P.)

AutoNDA by SimpleDocs
Time is Money Join Law Insider Premium to draft better contracts faster.