Common use of Transactions with Substantial Holders Clause in Contracts

Transactions with Substantial Holders. The Company shall not, directly or indirectly, enter into any material transaction or agreement with any stockholder owning or having a right to acquire 5% or more of the capital stock of the Company (a "Substantial Holder") or any affiliate, director or officer of the Company or a Substantial Holder, or a material transaction or agreement in which a Substantial Holder or affiliate, director or officer of the Company or a Substantial Holder has a direct or indirect interest, unless such transaction or agreement is on terms and conditions no less favorable to the Company or any Subsidiary than could be obtained at the time in an arm's length transaction with a third person that is not such a Substantial Holder or affiliate or officer of the Company or a Substantial Holder, and such transaction or agreement has been reviewed and approved by (i) a majority of those members of the Company's Board of Directors who have no such interest in the transaction, and (ii) not less than a majority of the outstanding Preferred Shares voting separately as a class. Except as provided in Section 9.3, this Section 6.2 shall not be enforceable against the Company by any person or entity not a party to this Agreement.

Transactions with Substantial Holders. The Company shall not, directly or indirectly, enter into any material transaction or agreement with any stockholder owning or having a right to acquire 5% or more of the capital stock of the Company (a "Substantial Holder") or any affiliate, director affiliate or officer of the Company or a Substantial Holder, or a material transaction or agreement in which a Substantial Holder or affiliate, director affiliate or officer of the Company or a Substantial Holder has a direct or indirect interest, unless such transaction or agreement is on terms and conditions no less favorable to the Company or any Subsidiary than could be obtained at the time in an arm's length transaction with a third person that is not such a Substantial Holder or affiliate or officer of the Company or a Substantial Holder, and such transaction or agreement has been reviewed and approved by (i) a majority of those members of the Company's Board of Directors who have no such interest in the transaction, and (ii) not less than a majority of the outstanding Preferred Shares voting separately as a class. Except as provided in Section 9.3, this Section 6.2 shall not be enforceable against the Company by any person or entity not a party to this Agreement.

Transactions with Substantial Holders. The Company shall not, directly or indirectly, enter into any material transaction or agreement with any stockholder owning or having a right to acquire 5% or more of the capital stock of the Company (a "Substantial Holder") or any affiliate, director affiliate or officer of the Company or a Substantial Holder, or a material transaction or agreement in which a Substantial Holder or affiliate, director affiliate or officer of the Company or a Substantial Holder has a direct or indirect interest, unless such transaction or agreement is on terms and conditions no less favorable to the Company or any Subsidiary than could be obtained at the time in an arm's length transaction with a third person that is not such a Substantial Holder or affiliate or officer of the Company or a Substantial Holder, and such transaction or agreement has been reviewed and approved by (i) a majority of those members of the Company's Board of Directors who have no such interest in the transaction, and (ii) not less than a majority 60% of the outstanding Preferred Shares voting separately as a class. Except as provided in Section 9.3, this Section 6.2 shall not be enforceable against the Company by any person or entity not a party to this Agreement.