Common use of Protective Provision Clause in Contracts

Protective Provision. So long as any shares of Series A Preferred Stock are outstanding, the Corporation will not, without the affirmative approval of the Holders of a majority of the shares of the Series A Preferred Stock then outstanding (voting as a class), (i) alter or change adversely the powers, preferences or rights given to the Series A Preferred Stock or alter or amend this Certificate of Designations, (ii) authorize or create any class of stock ranking as to distribution of dividends senior to the Series A Preferred Stock, (iii) amend its Articles of Incorporation or other charter documents in breach of any of the provisions hereof, (iv) increase the authorized number of shares of Series A Preferred Stock, (v) liquidate, dissolve or wind-up the business and affairs of the Corporation, other than in connection with a Deemed Liquidation Event (as defined below), or (vi) enter into any agreement with respect to the foregoing.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Uluru Inc.), Preferred Stock Purchase Agreement (Uluru Inc.)

AutoNDA by SimpleDocs

Protective Provision. So long as any shares of Series A B Preferred Stock are outstanding, the Corporation will not, without the affirmative approval of the Holders of a majority of the shares of the Series A B Preferred Stock then outstanding (voting as a class), (i) alter or change adversely the powers, preferences or rights given to the Series A B Preferred Stock or alter or amend this Certificate of Designations, (ii) authorize or create any class of stock ranking as to distribution of dividends senior to the Series A B Preferred Stock, (iii) amend its Articles certificate of Incorporation incorporation or other charter documents in breach of any of the provisions hereof, (iv) increase the authorized number of shares of Series A B Preferred Stock, (v) liquidate, dissolve or wind-up the business and affairs of the Corporation, other than in connection with a or effect any Deemed Liquidation Event ({as defined below), or (vi) enter into any agreement with respect to the foregoing.

Appears in 1 contract

Samples: Stock Purchase Agreement (East Coast Diversified Corp)

Protective Provision. So long as any shares of Series A Preferred Stock are outstanding, the Corporation will not, without the affirmative approval of the Holders of a majority of the shares of the Series A Preferred Stock then outstanding (voting as a class), (i) alter or change adversely the powers, preferences or rights given to the Series A Preferred Stock or alter or amend this Certificate of Designations, (ii) authorize or create any class of stock ranking as to distribution of dividends senior to the Series A Preferred Stock, (iii) amend its Articles certificate of Incorporation incorporation or other charter documents in breach of any of the provisions hereof, (iv) increase the authorized number of shares of Series A Preferred Stock, (v) liquidate, dissolve or wind-up the business and affairs of the Corporation, other than in connection with a or effect any Deemed Liquidation Event (as defined below), or (vi) enter into any agreement with respect to the foregoing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cereplast Inc)

Protective Provision. So long as any shares of Series A Preferred Stock Preference Shares are outstanding, the Corporation will not, without the affirmative approval of the Holders of a majority of the shares of the Series A Preferred Stock Preference Shares then outstanding (voting separately as a one class), (i) alter or change adversely the powers, preferences or rights given to the Series A Preferred Stock Preference Shares or alter or amend this Certificate of Designations, (ii) authorize or create any class of stock shares ranking as to distribution of dividends senior to the Series A Preferred StockPreference Shares, (iii) amend its Articles Memorandum of Incorporation Association or other charter documents Bye-laws in breach of any of the provisions hereof, (iv) increase the authorized number of shares of Series A Preferred StockPreference Shares, (v) liquidate, dissolve or wind-up the business and affairs of the Corporation, other than in connection with a or effect any Deemed Liquidation Event (as defined below), or (vi) enter into any agreement with respect to the foregoing.

Appears in 1 contract

Samples: Share Subscription Agreement (NewLead Holdings Ltd.)

Protective Provision. So long as any shares of Series A B Preferred Stock are outstanding, the Corporation will shall not, without the affirmative approval of the Holders of a majority of the shares of the Series A B Preferred Stock then outstanding (voting as a class)outstanding, (ia) alter or change adversely the powers, preferences or rights given to the Series A B Preferred Stock or alter or amend this Certificate of Designations, (iib) authorize or create any class of stock ranking as to distribution of dividends assets upon a liquidation senior to or otherwise pari passu with the Series A B Preferred Stock, (iiic) amend its Articles articles of Incorporation incorporation or other charter documents in breach of any of the provisions hereof, (ivd) increase the authorized number of shares of Series A B Preferred Stock, (ve) liquidate, dissolve or wind-up the business and affairs of the Corporation, other than in connection with a or effect any Deemed Liquidation Event (as defined below), or (vif) enter into any agreement with respect to the foregoing.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Drinks Americas Holdings, LTD)

Protective Provision. So long as any shares of Series A B Preferred Stock are outstanding, the Corporation will not, without the affirmative approval of the Holders of a majority of the shares of the Series A B Preferred Stock then outstanding (voting as a class), (i) alter or change adversely the powers, preferences or rights given to the Series A B Preferred Stock or alter or amend this Certificate of Designations, (ii) authorize or create any class of stock ranking as to distribution of dividends senior to the Series A B Preferred Stock, (iii) amend its Articles certificate of Incorporation incorporation or other charter documents in breach of any of the provisions hereof, (iv) increase the authorized number of shares of Series A B Preferred Stock, (v) liquidate, dissolve or wind-up the business and affairs of the Corporation, other than in connection with a or effect any Deemed Liquidation Event (as defined below), or (vi) enter into any agreement with respect to the foregoing.

Appears in 1 contract

Samples: Stock Purchase Agreement (VelaTel Global Communications, Inc.)

Protective Provision. So long as any shares of Series A B Preferred Stock are outstanding, the Corporation will shall not, without the affirmative approval of the Holders of a majority of the shares of the Series A B Preferred Stock then outstanding (voting as a class)outstanding, (ia) alter or change adversely the powers, preferences or rights given to the Series A B Preferred Stock or alter or amend this Certificate of Designations, (iib) authorize or create any class of stock ranking as to distribution of dividends assets upon a liquidation senior to or otherwise pari passu with the Series A B Preferred Stock, (iiic) amend its Articles certificate or articles of Incorporation incorporation or other charter documents in breach of any of the provisions hereof, (ivd) increase the authorized number of shares of Series A B Preferred Stock, (ve) liquidate, dissolve or wind-up the business and affairs of the Corporation, other than in connection with a or effect any Deemed Liquidation Event (as defined below), or (vif) enter into any agreement with respect to the foregoing.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Sparta Commercial Services, Inc.)

Protective Provision. So X. Xx long as any shares of Series A D Preferred Stock are outstanding, the Corporation Company will not, without the affirmative approval of the Majority Holders of a majority of the shares of the Series A Preferred Stock then outstanding (voting as a class), (i) alter or change adversely the powers, preferences or rights given to the Series A D Preferred Stock or alter or amend this Certificate of Designations, (ii) authorize or create any class of stock ranking as to distribution of dividends or a liquidation preference senior to the Series A D Preferred Stock, (iii) amend its Articles of Incorporation Incorporation, as amended, or other charter documents in breach of any of the provisions hereof, (iv) increase the authorized number of shares of Series A D Preferred Stock, (v) liquidate, dissolve or wind-up the business and affairs of the CorporationCompany, other than in connection with a or effect any Deemed Liquidation Event (as defined below), (vi) breach any of the provisions set forth herein; or (vivii) enter into any binding agreement with respect to any of the foregoing.

Appears in 1 contract

Samples: Collaboration Agreement (Star Alliance International Corp.)

Protective Provision. So long as any shares of Series A F Preferred Stock are outstanding, the Corporation will not, without the affirmative approval of the Holders of a majority of the shares of the Series A F Preferred Stock then outstanding (voting as a class), (i) alter or change adversely the powers, preferences or rights given to the Series A F Preferred Stock or alter or amend this Certificate of Designations, (ii) authorize or create any class of stock ranking as to distribution of dividends senior to the Series A F Preferred Stock, (iii) amend its Articles certificate of Incorporation incorporation or other charter documents in breach of any of the provisions hereof, (iv) increase the authorized number of shares of Series A F Preferred Stock, (v) liquidate, dissolve or wind-up the business and affairs of the Corporation, other than in connection with a or effect any Deemed Liquidation Event (as defined below), or (vi) enter into any agreement with respect to the foregoing.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (POSITIVEID Corp)

Protective Provision. So long as any shares of Series A G Preferred Stock are outstanding, the Corporation will not, without the affirmative approval of the Holders of a majority of the shares of the Series A G Preferred Stock then outstanding (voting as a class), (i) alter or change adversely the powers, preferences or rights given to the Series A G Preferred Stock or alter or amend this Certificate of Designations, (ii) authorize or create any class of stock ranking as to distribution of dividends senior to the Series A G Preferred Stock, (iii) amend its Articles certificate of Incorporation incorporation or other charter documents in breach of any of the provisions hereof, (iv) increase the authorized number of shares of Series A G Preferred Stock, (v) liquidate, dissolve or wind-up the business and affairs of the Corporation, other than in connection with a or effect any Deemed Liquidation Event (as defined below), or (vi) enter into any agreement with respect to the foregoing.

Appears in 1 contract

Samples: Stock Purchase Agreement (POSITIVEID Corp)

AutoNDA by SimpleDocs

Protective Provision. A. So long as any shares of Series A B Preferred Stock are outstanding, the Corporation Company will not, without the affirmative approval of the Holders of a majority of the shares of the Series A B Preferred Stock then outstanding (voting as a class), (i) alter or change adversely the powers, preferences or rights given to the Series A B Preferred Stock or alter or amend this Certificate of Designations, (ii) authorize or create any class of stock ranking as to distribution of dividends senior to the Series A B Preferred Stock, (iii) amend its Articles articles of Incorporation incorporation or other charter documents in breach of any of the provisions hereof, (iv) increase the authorized number of shares of Series A B Preferred Stock, (v) liquidate, dissolve or wind-up the business and affairs of the CorporationCompany, other than in connection with a or effect any Deemed Liquidation Event (as defined below), or (vi) enter into any agreement with respect to any of the foregoing.

Appears in 1 contract

Samples: Series B Preferred Stock Purchase Agreement (12 Retech Corp)

Protective Provision. So long as any shares of Series A B Preferred Stock are outstanding, the Corporation will not, without the affirmative approval of the Holders of a majority of the shares of the Series A B Preferred Stock then outstanding (voting separately as a one class), (i) alter or change adversely the powers, preferences or rights given to the Series A B Preferred Stock or alter or amend this Certificate of Designations, (ii) authorize or create any class of stock ranking as to distribution of dividends senior to the Series A B Preferred Stock, (iii) amend its Articles certificate of Incorporation incorporation or other charter documents in breach of any of the provisions hereof, (iv) increase the authorized number of shares of Series A B Preferred Stock, (v) liquidate, dissolve or wind-up the business and affairs of the Corporation, other than in connection with a or effect any Deemed Liquidation Event (as defined below), or (vi) enter into any agreement with respect to the foregoing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ascent Solar Technologies, Inc.)

Protective Provision. So long as any shares of Series A E Preferred Stock are outstanding, the Corporation will shall not, without the affirmative approval of the Holders of a majority of the shares of the Series A E Preferred Stock then outstanding (voting as a class)outstanding, (ia) alter or change adversely the powers, preferences or rights given to the Series A E Preferred Stock or alter or amend this Certificate of Designations, (iib) authorize or create any class of stock ranking as to distribution of dividends assets upon a liquidation senior to the Series A E Preferred Stock, (iiic) amend its Articles certificate or articles of Incorporation incorporation or other charter documents in breach of any of the provisions hereof, (ivd) increase the authorized number of shares of Series A E Preferred Stock, (ve) liquidate, dissolve or wind-up the business and affairs of the Corporation, other than in connection with a or effect any Deemed Liquidation Event (as defined below), or (vif) enter into any agreement with respect to the foregoing.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (International Stem Cell CORP)

Protective Provision. So long as any shares of Series A H Preferred Stock are outstanding, the Corporation will not, without the affirmative approval of the Holders of a majority of the shares of the Series A H Preferred Stock then outstanding (voting as a class), (i) alter or change adversely the powers, preferences or rights given to the Series A H Preferred Stock or alter or amend this Certificate of Designations, (ii) authorize or create any class of stock ranking as to distribution of dividends senior to the Series A H Preferred Stock, (iii) amend its Articles certificate of Incorporation incorporation or other charter documents in breach of any of the provisions hereof, (iv) increase the authorized number of shares of Series A H Preferred Stock, (v) liquidate, dissolve or wind-up the business and affairs of the Corporation, other than in connection with a or effect any Deemed Liquidation Event (as defined below), or (vi) enter into any agreement with respect to the foregoing.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (POSITIVEID Corp)

Protective Provision. So long as any shares of Series A Preferred Stock are outstanding, the Corporation will not, without the affirmative approval of the Holders of a majority of the shares of the Series A Preferred Stock then outstanding (voting as a class), (i) alter or change adversely the powers, preferences or rights given to the Series A Preferred Stock or alter or amend this Certificate of Designations, (ii) authorize or create any class of stock ranking as to distribution of dividends senior to the Series A Preferred Stock, (iii) amend its Articles certificate of Incorporation incorporation or other charter documents in breach of any of the provisions hereof, (iv) increase the authorized number of shares of Series A Preferred Stock, (v) liquidate, dissolve or wind-up the business and affairs of the CorporationCorporation , other than in connection with a or effect any Deemed Liquidation Event (as defined below)) , or (vi) enter into any agreement with respect to the foregoing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Digital Development Group Corp)

Protective Provision. So long as any shares of Series A Preferred Stock are outstanding, the Corporation will shall not, without the affirmative approval of the Holders of a majority of the shares of the Series A Preferred Stock then outstanding (voting as a class), (ia) alter or change adversely the powers, preferences or rights given to the Series A Preferred Stock or alter or amend this Certificate of Designations, (iib) authorize or create any class of stock ranking as to distribution of dividends assets upon a liquidation senior to or otherwise pari passu with the Series A Preferred Stock, (iiic) amend its Articles certificate or articles of Incorporation incorporation or other charter documents in breach of any of the provisions hereof, (ivd) increase the authorized number of shares of Series A Preferred Stock, (ve) liquidate, dissolve or wind-up the business and affairs of the Corporation, other than in connection with a or effect any Deemed Liquidation Event (as defined below), or (vif) enter into any agreement with respect to the foregoing.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (ImmunoCellular Therapeutics, Ltd.)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!