Nonaccredited Stockholders. Prior to the Closing, Target shall not take any action, including the granting of employee stock options, that would cause the number of Target stockholders who are not "accredited investors" pursuant to Regulation D promulgated under the Securities Act of 1933, as amended, to increase to more than 35 during the term of this Agreement.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Maxtor Corp), Agreement and Plan of Reorganization (Cybercash Inc), Agreement and Plan of Reorganization (Wachtel Harry M)
Nonaccredited Stockholders. Prior to the ClosingEffective Time, Target shall not take any action, including the granting of employee stock options, that would cause the number of Target stockholders who are not "accredited investors" pursuant to Regulation D promulgated under the Securities Act of 1933, as amended, to increase to more than 35 thirty-five (35) during the term of this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Convio, Inc.), Agreement and Plan of Merger (Convio, Inc.)
Nonaccredited Stockholders. Prior to the Closing, Target TARGET shall not take any action, including the granting of employee stock optionsany TARGET Options, that would cause the number of Target TARGET stockholders who are not "accredited investors" pursuant to Regulation D promulgated under the Securities 1933 Act of 1933, as amended, to increase to more than 35 during the term of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Verso Technologies Inc)
Nonaccredited Stockholders. Prior to the ClosingEffective Time, Target shall not take any action, including the granting of employee stock options, that would cause the number of Target stockholders shareholders who are not "“accredited investors" ” pursuant to Regulation D promulgated under the Securities Act of 1933, as amended, to increase to more than 35 during the term of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Staktek Holdings Inc)
Nonaccredited Stockholders. Prior to the Closing, Target shall -------------------------- not take any action, including the granting of employee stock options, that would cause the number of Target stockholders who are not "accredited investors" pursuant to Regulation D promulgated under the Securities Act of 1933, as amended, to increase to more than 35 during the term of this Agreement.
Appears in 1 contract
Nonaccredited Stockholders. Prior to the Closing, Target shall not take any action, including the granting of employee stock options, action that would cause the number of Target stockholders who are not "accredited investors" pursuant to Regulation D promulgated under the Securities Act of 1933, as amended, to increase increase; provided, however, that the issuance shares of Target Common Stock pursuant to more than 35 during the term exercise of vested options by holders or options under Target Option Plan shall not constitute a default under this AgreementSection 6.13.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Cybercash Inc)
