Shareholder and Unitholder Approval. (i) KSL shall have obtained the KSL Shareholders Approval and (ii) VLI shall have obtained the VLI Unitholders Approval.
Shareholder and Unitholder Approval. The Closing is contingent upon, among other things, the approval of the Transaction by the unitholders of Molecula. As long as more than Fifty-One Percent (51%) of the units of Molecula approve the Transaction, then CTI shall issue to those shareholders approving the Transaction the appropriate pro-rata percentage commensurate with approval, of the 500,000 shares of CTI contemplated in the Transaction. By example, if Sixty Percent (60%) of the Molecula unitholders approve the Transaction, then CTI shall issue 180,000 shares of CTI and have no duty to issue the remaining 120,000 shares of the 300,000 shares contemplated by this Transaction. It is understood by Molecula that at least 80% of all of the unitholders of Molecula may need to approve the Transaction by executing consents in form and substance satisfactory to CTI in order for the Transaction as contemplated to be a tax-free reorganization as provided for under Section 368 of the Code. In the event that CTI is in receipt of written consent of no less than Ninety Percent (90%) of the unitholdings of Molecula within sixty (60) days of the execution of this Agreement, it is agreed that CTI shall have no further continuing duty to the non-consenting unitholders of record of Molecula.
