Waiver of Statutory Information Rights. The Grantee understands and agrees that, but for the waiver made herein, the Grantee would be entitled, upon written demand under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the Company’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the Company, if any, under the circumstances and in the manner provided in Section 220 of the General Corporation Law of Delaware (any and all such rights, and any and all such other rights of the Grantee as may be provided for in Section 220, the “Inspection Rights”). In light of the foregoing, until the first sale of Stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities Act, the Grantee hereby unconditionally and irrevocably waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 or otherwise, and covenants and agrees never to directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing waiver shall not affect any rights of a director, in his or her capacity as such, under Section 220. The foregoing waiver shall not apply to any contractual inspection rights of the Grantee under any other written agreement between the Grantee and the Company.
Waiver of Statutory Information Rights. Each Investor hereby acknowledges and agrees that until the consummation of the IPO or a Direct Listing, as applicable, such Investor shall hereby be deemed to have unconditionally and irrevocably, to the fullest extent permitted by law, on behalf of such Investor and all beneficial owners of the shares of Common Stock or Preferred Stock owned by such Investor (a “Beneficial Owner”), waived any rights such Investor or a Beneficial Owner might otherwise have had under Section 220 of the Delaware General Corporation Law (the “DGCL”) (or under similar rights under other applicable law) to inspect for any proper purpose and to make copies and extracts from the Company’s stock ledger, a list of its stockholders and its other books and records or the books and records of any subsidiary. This waiver applies only in such Investor’s capacity as a stockholder and does not affect any other information and inspection rights such Investor may expressly have pursuant to Sections 3.1 and 3.2 of this Agreement. Each Investor hereby further warrants and represents that such Investor has reviewed this waiver with its legal counsel, and that such Investor knowingly and voluntarily waives its rights otherwise provided by Section 220 of the DGCL (or under similar rights under other applicable law).
Waiver of Statutory Information Rights. Employee hereby waives any current or future rights Employee may have under Section 220 of the Delaware General Corporation Law (and similar rights under other applicable law) to inspect, or make copies and extracts from, the Company’s stock ledger, any list of its stockholders, or any other books and records of the Company or any of its affiliates or subsidiaries, in Employee’s capacity as a holder of stock, shares, units, options, or any other equity instrument.
Waiver of Statutory Information Rights. I hereby waive any current or future rights I may have under Section 220 of the Delaware General Corporation Law (and similar rights under other applicable law) to inspect, or make copies and extracts from, Company’s stock ledger, any list of its stockholders, or any other books and records of Company or any of its Affiliates or subsidiaries, in my capacity as a holder of stock, shares, units, options, or any other equity instrument.
Waiver of Statutory Information Rights. The Holder acknowledges that the Company has a legitimate interest in the significant benefits associated with the Company’s protection and limited distribution of the Company’s books, records, stockholder lists and other information the Company considers confidential while the Company remains a “private” company. The Holder acknowledges and understands that, but for the waiver made herein, upon exercise of this Warrant, (i) the Holder would be entitled, upon written demand under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the Company’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the Company, if any, under the circumstances and in the manner provided in Section 220 of the Delaware General Corporation Law (“Section 220”) and (ii) the Holder would be entitled, upon written demand, to inspect for a purpose reasonable related to the Holder’s interests as a stockholder, and to make copies and extractions of the accounting books and records and minutes of proceedings of the Company’s board of directors and stockholders and, under certain circumstances, the list of stockholders and addresses, in all cases, under the circumstances and in the manner provided in Chapter 16 of the Corporations Code of California (“Chapter 16”) (such rights collectively, the “Inspection Rights”). In light of the foregoing, until the IPO (regardless of earlier termination, expiration or exercise of this Warrant), the Holder hereby unconditionally and irrevocably, to the fullest extent permitted by law, on behalf of the Holder and all beneficial owners of the shares of Company Securities owned by the Holder (a “Beneficial Owner”), waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 or Chapter 16 (the “Waiver”), and on behalf of the Holder and any Beneficial Owner, to the fullest extent permitted by law, covenants and agrees never to directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing Waiver applies to the Inspection Rights of the Holder in such Holder’s capacity as a stockholder and does not apply to any other rights of the Holder, including the rights of the Holder explicitly set forth here...
Waiver of Statutory Information Rights. Employee hereby waives any current or future rights Employee may have under the Nevada Revised Statutes (and similar rights under other applicable law) to inspect, or make copies and extracts from, the Company’s stock ledger, any list of its stockholders, or any other books and records of the Company or any of its affiliates or subsidiaries, in Employee’s capacity as a holder of stock, shares, units, options, or any other equity instrument.
Waiver of Statutory Information Rights. Consultant hereby waives any current or future rights Consultant may have under the Delaware General Corporation Law (and similar rights under other applicable law) to inspect, or make copies and extracts from, the Company’s stock ledger, any list of its stockholders, or any other books and records of the Company or any of its affiliates or subsidiaries, in Consultant’s capacity as a holder of stock, shares, units, options, or any other equity instrument.
Waiver of Statutory Information Rights. Purchaser hereby acknowledges and agrees that until the first sale of the Company’s Common Stock to the public pursuant to an effective registration statement filed under the Securities Act, Purchaser will be deemed to have waived any rights that Purchaser might otherwise have had under Section 220 of the Delaware General Corporation Law to inspect for any proper purpose and to make copies and extracts from the Company’s stock ledger, a list of stockholders and its other books and records or the books and records of any subsidiary. This waiver applies only in Purchaser’s capacity as a stockholder and does not affect any other inspection rights Purchaser may have under other law or pursuant to a written agreement with the Company. Purchaser agrees that Purchaser is responsible for consulting Purchaser’s own tax advisor as to the tax consequences associated with the Shares. The tax rules governing equity are complex, change frequently and depend on the individual taxpayer’s situation. Although the Company may make available to Purchaser general tax information about the Shares, Purchaser agrees that the Company shall not be held liable or responsible for making such information available to Purchaser or for any tax or financial consequences that Purchaser may incur in connection with the Shares. Purchaser acknowledges that the ultimate liability for all tax-related items is and remains Purchaser’s responsibility and that the Company (i) makes no representations or undertakings regarding the treatment of any tax-related items in connection with any aspect of the purchase or vesting of the Shares, the subsequent sale of Shares and the receipt of any dividends; and (ii) does not commit to structure any transaction relating to the Shares to reduce or eliminate Purchaser’s liability for tax-related items. PURCHASER IS THEREFORE ENCOURAGED TO CONSULT PURCHASER’S OWN TAX ADVISOR BEFORE ACCEPTING THE SHARES. No Shares will be released to Purchaser unless Purchaser has paid, or made acceptable arrangements to pay, any taxes required to be withheld as a result of the transfer of Shares under this Agreement. Purchaser hereby authorizes withholding from payroll or any other payment due to Purchaser from the Company or Purchaser’s employer to satisfy any such withholding tax obligation. In connection with the transfer of any unvested Shares pursuant to this Agreement, Purchaser should consider making an election under Section 83(b) of the Internal Revenue Code (the “83(b...
Waiver of Statutory Information Rights. Each Shareholder who did not own Common Stock or Preferred Stock (as defined in the Original Agreement) as of August 1, 2010 (each, a “Waiving Holder”), agrees that the Company shall not be required to provide, and hereby waives such Waiving Holder’s right to receive, annual financial statements under Section 1554 of the Pennsylvania Business Corporation Law of 1988, as amended. This agreement and waiver shall be binding on each Waiving Holder and its respective successors, assigns and permitted transferees.
Waiver of Statutory Information Rights. Each Holder agrees that the Company shall not be required to provide, and hereby waives such Holder’s right to receive, annual financial statements under Section 1554 of the Pennsylvania Business Corporation Law of 1988, as amended. This agreement and waiver shall be binding on each Holder and any transferee of its Common Stock or Series A Preferred Stock and its respective successors and assigns. Such agreement and waiver shall not excuse the Company from providing information to the Investors as required by Section 4.1 hereof.
