Common use of Stockholder Action by Written Consent Clause in Contracts

Stockholder Action by Written Consent. Subject to the rights of the holders of any series of Preferred Stock with respect to such series of Preferred Stock, any action required or permitted to be taken by the stockholders of the Corporation must be effected at a duly called annual or special meeting of stockholders of the Corporation and may not be effected by any consent in writing by such stockholders; provided that, if the Investors and their Affiliates (as such terms are defined in the Investment Agreement) collectively beneficially own at least 30% of the voting power of the outstanding shares of Voting Stock, then stockholders of the Corporation may act by written consent in lieu of a meeting to the extent permitted by the DGCL and in the manner provided in the Bylaws.

Stockholder Action by Written Consent. Subject to the rights of the holders of any then outstanding series of Preferred Stock with respect to such series of Preferred Stock, any action required or permitted to be taken by the stockholders of the Corporation must be effected at a duly called an annual or special meeting of stockholders of the Corporation may be taken without a meeting, without prior notice, and may not without a vote, only if a consent or consents in writing, setting forth the action so taken, shall be effected signed by any consent in writing by such stockholders; provided that, if the Investors and their Affiliates (as such terms are defined in the Investment Agreement) collectively beneficially own at least 30% all of the voting power stockholders entitled to vote with respect to the action that is the subject of the outstanding shares of Voting Stock, then stockholders of the Corporation may act by written consent in lieu of a meeting to the extent permitted by the DGCL and in the manner provided in the Bylawsconsent.

Stockholder Action by Written Consent. Subject to the rights of the holders of any series of Preferred Stock with respect to such series of Preferred Stock, any action required or permitted to be taken by the stockholders of the Corporation must be effected at a duly called an annual or special meeting of stockholders of the Corporation Corporation, may be taken without a meeting, without prior notice, and may not be effected by any consent in writing by such stockholders; provided thatwithout a vote, if a consent or consents in writing, setting forth the Investors and their Affiliates (as such terms are defined in action so taken, shall be signed by the Investment Agreement) collectively beneficially own at least 30% holders of the voting power of the outstanding shares of Voting Stock, then stockholders stock of the Corporation may act by written consent in lieu having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares of stock of the Corporation entitled to the extent permitted by the DGCL vote thereon were present and in the manner provided in the Bylawsvoted.