Common use of No Reverse Split Clause in Contracts

No Reverse Split. The parties acknowledge that, following the Closing, the Shareholders when acting as a group will hold the voting power to effect any corporate action. It is expressly agreed among WHAM, KEMRON and the Shareholders that, for a period of eighteen (18) months following the Closing ("Period"), WHAM shall not effect any "prohibited action," defined as any reverse split or combination of its common shares, or any reorganization, recapitalization or other action whatsoever (other than a merger, exchange, consolidation or similar transaction with an unaffiliated entity) which has the effect of changing the number of outstanding WHAM common shares into a smaller number of common shares. Each Shareholder expressly agrees that, during the Period, he, she or it will not vote for or support any such prohibited action nor grant a proxy or other voting right to a person other than a Shareholder to vote at any meeting or act by written consent on a proposal to effect a prohibited action, and will affirmatively oppose any attempt to effect a prohibited action during the Period. This provision is intended for the protection of existing shareholders of WHAM and persons who become shareholders during the Period, and all parties agree that this provision and the duration of the Period is reasonable. The parties expressly agree that all shareholders of WHAM at the time of the taking of a prohibited action are or shall be third party beneficiaries of this provision, and any one or more of such shareholders may bring an injunctive action to prevent a prohibited action(s) or an action to force WHAM to revoke or rescind a prohibited action as if it had never been effected, or may otherwise judicially enforce this provision. Any shareholder prevailing in such injunctive or other action shall be entitled to reimbursement from WHAM for the costs and reasonable attorneys' fees incurred in bringing such action(s).

No Reverse Split. The parties acknowledge that, following the Closing, the Shareholders when acting as a group will hold the voting power to effect any corporate action. It is expressly agreed among WHAM, KEMRON NEW HORIZONS and the Shareholders that, for a period of eighteen (18) months following the Closing ("Period"), WHAM shall not effect any "prohibited action," defined as any reverse split or combination of its common shares, or any reorganization, recapitalization or other action whatsoever (other than a merger, exchange, consolidation or similar transaction with an unaffiliated entity) which has the effect of changing the number of outstanding WHAM common shares into a smaller number of common shares. Each Shareholder expressly agrees that, during the Period, he, she or it will not vote for or support any such prohibited action nor grant a proxy or other voting right to a person other than a Shareholder to vote at any meeting or act by written consent on a proposal to effect a prohibited action, and will affirmatively oppose any attempt to effect a prohibited action during the Period. This provision is intended for the protection of existing shareholders of WHAM and persons who become shareholders during the Period, and all parties agree that this provision and the duration of the Period is reasonable. The parties expressly agree that all shareholders of WHAM at the time of the taking of a prohibited action are or shall be third party beneficiaries of this provision, and any one or more of such shareholders may bring an injunctive action to prevent a prohibited action(s) or an action to force WHAM to revoke or rescind a prohibited action as if it had never been effected, or may otherwise judicially enforce this provision. Any shareholder prevailing in such injunctive or other action shall be entitled to reimbursement from WHAM for the costs and reasonable attorneys' fees incurred in bringing such action(s).

No Reverse Split. The parties acknowledge that, following the Closing, the Shareholders when acting as a group will hold the voting power to effect any corporate action. It is expressly agreed among WHAM, KEMRON COASTLINE and the Shareholders that, for a period of eighteen (18) months following the Closing ("Period"), WHAM shall not effect any "prohibited action," defined as any reverse split or combination of its common shares, or any reorganization, recapitalization or other action whatsoever (other than a merger, exchange, consolidation or similar transaction with an unaffiliated entity) which has the effect of changing the number of outstanding WHAM common shares into a smaller number of common shares. Each Shareholder expressly agrees that, during the Period, he, she or it will not vote for or support any such prohibited action nor grant a proxy or other voting right to a person other than a Shareholder to vote at any meeting or act by written consent on a proposal to effect a prohibited action, and will affirmatively oppose any attempt to effect a prohibited action during the Period. This provision is intended for the protection of existing shareholders of WHAM and persons who become shareholders during the Period, and all parties agree that this provision and the duration of the Period is reasonable. The parties expressly agree that all shareholders of WHAM at the time of the taking of a prohibited action are or shall be third party beneficiaries of this provision, and any one or more of such shareholders may bring an injunctive action to prevent a prohibited action(s) or an action to force WHAM to revoke or rescind a prohibited action as if it had never been effected, or may otherwise judicially enforce this provision. Any shareholder prevailing in such injunctive or other action shall be entitled to reimbursement from WHAM for the costs and reasonable attorneys' fees incurred in bringing such action(s).

No Reverse Split. The parties acknowledge that, following the Closing, the ----------------- Shareholders when acting as a group will hold the voting power to effect any corporate action. It is expressly agreed among WHAM, KEMRON EXETER and the Shareholders that, for a period of eighteen (18) months following the Closing ("Period"), WHAM shall not effect any "prohibited action," defined as any reverse split or combination of its common shares, or any reorganization, recapitalization or other action whatsoever (other than a merger, exchange, consolidation or similar transaction with an unaffiliated entity) which has the effect of changing the number of outstanding WHAM common shares into a smaller number of common shares. Each Shareholder expressly agrees that, during the Period, he, she or it will not vote for or support any such prohibited action nor grant a proxy or other voting right to a person other than a Shareholder to vote at any meeting or act by written consent on a proposal to effect a prohibited action, and will affirmatively oppose any attempt to effect a prohibited action during the Period. This provision is intended for the protection of existing shareholders of WHAM and persons who become shareholders during the Period, and all parties agree that this provision and the duration of the Period is reasonable. The parties expressly agree that all shareholders of WHAM at the time of the taking of a prohibited action are or shall be third party beneficiaries of this provision, and any one or more of such shareholders may bring an injunctive action to prevent a prohibited action(s) or an action to force WHAM to revoke or rescind a prohibited action as if it had never been effected, or may otherwise judicially enforce this provision. Any shareholder prevailing in such injunctive or other action shall be entitled to reimbursement from WHAM for the costs and reasonable attorneys' fees incurred in bringing such action(s).