Vote in Favor of Corporate Matters. During the term of this Agreement, each Shareholder hereby agrees and covenants to vote or cause to be voted all of his or her Shares then owned by him or her, or over which he or she has voting power, and all Shares which such Shareholder acquires directly or indirectly or has the beneficial ownership or right to vote in the future, at any regular or special meeting of shareholders, or, in lieu of any such meeting, to give his written consent in any action by written consent of the shareholders, in favor of all actions as shall be necessary or desirable in connection with or related to the Transaction including, without limitation, any amendment to the Articles of Incorporation of the Company to effect any actions specified therein, so long as such actions are contemplated by the Exchange Agreement.
Vote in Favor of Corporate Matters. During the term of this Agreement, each Shareholder hereby agrees and covenants to vote or cause to be voted all of his Shares then owned by him, or over which he has voting power, at any regular or special meeting of shareholders, or, in lieu of any such meeting, to give his written consent in any action by written consent of the shareholders, in favor of each of the following items ("Actions"):
(a) To approve a 1 for 25 reverse stock split with special treatment for certain of Chiste's stockholders to preserve round lot stockholders ("Reverse Split");
(b) To approve the change of the name of Chiste;
(c) All such other actions as shall be necessary or desirable in connection with or related to the foregoing actions in (a) through (b) above including, without limitation, any amendment to the articles of incorporation of Chiste to effect the foregoing.
Vote in Favor of Corporate Matters. During the term of this Agreement, each Stockholder hereby agrees and covenants to vote or cause to be voted all of his Stock then owned by him, or over which he has voting power, and all Stock which such Stockholder acquires directly or indirectly or has the beneficial ownership or right to vote in the future, at any regular or special meeting of stockholders, or, in lieu of any such meeting promptly following the written request of any Stockholder, to give his written consent in any action by written consent of the stockholders, in favor of each of the following items (“Actions”):
(a) To approve an increase in the authorized number of shares of Common Stock from 75,000,000 to 100,000,000;
(b) To approve a 1 for 300 reverse stock split with special treatment for certain of MPLC’s stockholders to preserve round lot stockholders (“Reverse Split”);
(c) To approve the change of the name of MPLC to a name selected by the Stockholders other than Xxxxxx;
(d) To approve the adoption of a stock incentive plan (“Stock Plan”); and
(e) All such other actions as shall be reasonably necessary or desirable in connection with or related to the foregoing actions in (a) through (d) above including, without limitation, any amendment to the certificate of incorporation of MPLC to effect the foregoing.
Vote in Favor of Corporate Matters. During the term of this Agreement, each Shareholder hereby agrees and covenants to vote or cause to be voted all of his Shares then owned by him, or over which he has voting power, and all Shares which such Shareholder acquires directly or indirectly or has the beneficial ownership or right to vote in the future, at any regular or special meeting of shareholders, or, in lieu of any such meeting, to give his written consent in any action by written consent of the shareholders, in favor of each of the following items (“Actions”):
(a) To approve a 1 for 10 reverse stock split, with special treatment for certain of Purezza’s stockholders to preserve round lot stockholders as determined by the Board of Directors (“Reverse Split”);
(b) To approve the change of the name of Purezza to a name selected by Ming;
(c) To approve the increase in the number of authorized shares of common stock of Purezza from 100,000,000 to 150,000,000;
(d) All such other actions as shall be necessary or desirable in connection with or related to the foregoing actions in (a) through (c) above including, without limitation, any amendment to the articles of incorporation of Purezza to effect the foregoing.
Vote in Favor of Corporate Matters. During the term ---------------------------------- of this Agreement, each Shareholder hereby agrees and covenants to vote or cause to be voted all of his Shares then owned by him, or over which he has voting power, and all Shares which such Shareholder acquires directly or indirectly or has the beneficial ownership or right to vote in the future, at any regular or special meeting of shareholders, or, in lieu of any such meeting promptly following the written request of any Shareholder, to give his written consent in any action by written consent of the shareholders, in favor of each of the following items ("Actions"):
(a) To approve a 1 for 50 reverse stock split with special treatment for certain of Qorus' stockholders to preserve round lot stockholders ("Reverse Split");
(b) To approve the change of the name of Qorus to a name selected by the Board;
(c) To amend Qorus' Articles of Incorporation to increase the number of authorized shares of Qorus Common Stock from 50,000,000 shares to 100,000,000 shares;
(d) To reincorporate in the State of Delaware;
(e) To approve the adoption of a stock incentive plan ("Stock Plan") reserving not more than 2,500,000 shares of Qorus Common Stock for issuance thereunder (on a post-Reverse Split basis), which number includes outstanding VMdirect Purchase Rights (which are in the form of options) to be assumed by Qorus (on a post-Reverse Split basis); and
(f) All such other actions as shall be necessary or desirable in connection with or related to the foregoing actions in (a) through (e) above including, without limitation, any amendment to the articles of incorporation of Qorus to effect the foregoing.
Vote in Favor of Corporate Matters. During the term of this Agreement, each Shareholder hereby agrees and covenants to vote or cause to be voted all of his Shares then owned by him, or over which he has voting power, and all Shares which such Shareholder acquires directly or indirectly or has the beneficial ownership or right to vote in the future, at any regular or special meeting of shareholders, or, in lieu of any such meeting, to give his written consent in any action by written consent of the shareholders, in favor of each of the following items (“Actions”):
(a) To approve the change of the name of Applied Spectrum to a name selected by the Board;
(b) All such other actions as shall be necessary or desirable in connection with or related to the foregoing actions in (a) above including, without limitation, any amendment to the articles of incorporation of Applied Spectrum to effect the foregoing.
Vote in Favor of Corporate Matters. During the term of this Agreement, each Shareholder hereby agrees and covenants to vote or cause to be voted all of his Shares then owned by him, or over which he has voting power, and all Shares which such Shareholder acquires directly or indirectly or has the beneficial ownership or right to vote in the future, at any regular or special meeting of shareholders, or, in lieu of any such meeting, to give his written consent in any action by written consent of the shareholders, in favor of each of the following items (“Actions”):
(a) To approve the change of the name of Cyber to a name selected by the Board;
(b) To approve the increase in the number of authorized shares of common stock of Cyber from 40,000,000 to 300,000,000;
(c) All such other actions as shall be necessary or desirable in connection with or related to the foregoing actions in (a) through (b) above including, without limitation, any amendment to the articles of incorporation of Cyber to effect the foregoing.
Vote in Favor of Corporate Matters. During the term of this Agreement, each Shareholder hereby agrees and covenants to vote or cause to be voted all of his Shares then owned by him, or over which he has voting power, and all Shares which such Shareholder acquires directly or indirectly or has the beneficial ownership or right to vote in the future, at any regular or special meeting of shareholders, or, in lieu of any such meeting, to give his written consent in any action by written consent of the shareholders, in favor of each of the following items ("Actions"):
(a) To approve a 1 for 29 reverse stock split with special treatment for certain of Marine's stockholders to preserve round lot stockholders ("Reverse Split");
(b) To approve the change of the name of Marine to a name selected by Guez;
(c) To approve the increase in the number of authorized shares of common stock of Marine from 45,000,000 to 75,000,000;
(d) To approve the adoption of a stock incentive plan ("Stock Plan"); and
(e) All such other actions as shall be necessary or desirable in connection with or related to the foregoing actions in (a) through (d) above including, without limitation, any amendment to the articles of incorporation of Marine to effect the foregoing.
Vote in Favor of Corporate Matters. During the term of this Agreement, each Stockholder hereby agrees and covenants to vote or cause to be voted all of his, her or its Shares then owned by him, her or it or over which he, she or it has voting power, and all Shares which such Stockholder acquires directly or indirectly or has the beneficial ownership or right to vote in the future, at any regular or special meeting of Stockholders, or, in lieu of any such meeting promptly following the written request of any Stockholder, to give his written consent in any action by written consent of the Stockholders, in favor of each of the following items (“Actions”):
Vote in Favor of Corporate Matters. During the term of this Agreement, each Shareholder hereby agrees and covenants to vote or cause to be voted all of his Shares then owned by him, or over which he has voting power, and all Shares which such Shareholder acquires directly or indirectly or has the beneficial ownership or right to vote in the future, at any regular or special meeting of shareholders, or, in lieu of any such meeting, to give his written consent in any action by written consent of the shareholders, in favor of each of the following items (“Actions”):
(a) Approve the amendment to the Certificate of Incorporation to establish a Series A Preferred Stock which, among other things, is convertible into shares of Common Stock on a one-to-one basis, and has dividend rights, liquidation preferences, and anti-dilution protections, including price-based anti-dilution protections and supervoting rights to vote the equivalent of five (5) common shares for every one (1) share of Series A Preferred Stock; and
(b) All such other actions as shall be necessary or desirable in connection with or related to the foregoing actions in (a) above including, without limitation, any amendment to the Certificate of Incorporation of the Company to effect the foregoing.
