Parent Stockholder Approvals. The Parent Stockholder Approvals shall have been obtained.
Parent Stockholder Approvals. The stockholders of Parent shall have duly approved, in accordance with applicable Legal Requirements, (i) a 10:1 reverse stock split of the issued and outstanding shares of the Parent Common Stock, (ii) an increase in the number of shares of “blank check”_preferred stock, par value $0.001 per share, from 500,000 to 5,000,000, (iii) a change in the name of Parent to “Polomar Health Services, Inc.”, or such other name as may be requested by the Company and acceptable to applicable Governmental Bodies and (iii) such other matters as the Company may reasonably request in connection with the completion of the Merger and the other transactions contemplated by this Agreement.
Parent Stockholder Approvals. Parent shall (a) as promptly as practicable after the Registration Statement is declared effective under the Securities Act, (i) cause the Proxy Statement to be disseminated to Parent’s stockholders in compliance with Applicable Legal Requirement; and (ii) duly (1) give notice of and (2) convene and hold a meeting of its stockholders (the “Special Meeting”) in accordance with the Parent Organizational Documents, which meeting shall be held not more than 30 Business Days after the date on which Parent mails the Proxy Statement to its stockholders; and (iii) solicit proxies from the holders of Parent Class A Stock to vote in favor of each of the Parent Stockholder Matters, and (b) provide Parent’s stockholders with the opportunity to redeem shares of Parent Class A Stock (the “Parent Stockholder Redemption”). Parent shall, through its board of directors, recommend to its stockholders the (A) approval of the amendment and restatement of the Parent Organizational Documents, in the form of the Parent A&R Charter attached hereto as Exhibit B (as may be subsequently amended by mutual written agreement of the Company and Parent at any time before the effectiveness of the Registration Statement), including any separate or unbundled advisory proposals to implement the foregoing; (B) the adoption of this Agreement and approval of the Transactions in accordance with Applicable Legal Requirement and exchange rules and regulations; (C) approval of, for purposes of complying with the applicable rules of the NYSE, the issuance of shares of Parent Common Stock in connection with the Mergers, including the shares to be issued to the PIPE Investors as contemplated by the Subscription Agreements; (D) approval of the adoption of a management equity incentive plan (“LTIP”); (E) adoption and approval of an employee stock purchase plan, in form and substance reasonably acceptable to Parent and the Company, (the “ESPP”); (F) adoption and approval of any other proposals as the SEC (or staff member thereof) may indicate are necessary in its comments to the Proxy Statement/Registration Statement or correspondence related thereto; (G) adoption and approval of any other proposals as reasonably agreed by Parent and the Company to be necessary or appropriate in connection with the Transactions; (H) the approval of the adoption of the Parent Certificate of Designations, in the form attached hereto as Exhibit K; and (I) adjournment of the Special Meeting, if necessary, to permit further so...
Parent Stockholder Approvals. All items to be approved by stockholders of Parent pursuant to Section 6.15 shall have been approved and Parent shall have filed any documents necessary to effect such approvals.
Parent Stockholder Approvals. The Charter Amendment and Parent Plan shall have been duly adopted and approved by Parent’s stockholders.
Parent Stockholder Approvals. The Parent Stockholder Approvals shall have been obtained and shall be effective for the Stock Issuance and the amendment to Parent’s certificate of incorporation reasonably satisfactory to the Company sufficient to permit the issuance of the Stock Consideration and the granting of options to the management of the Company.
Parent Stockholder Approvals. The stockholders of Parent shall have duly approved, in accordance with applicable Legal Requirements (including the policies of the CSE):
Parent Stockholder Approvals. This Agreement and the Parent Voting Matters shall have been approved by the Requisite Parent Stockholder Vote.
