Requisite Shareholder Approvals definition

Requisite Shareholder Approvals means the Company’s receipt of the requisite votes or consents of the holders of its shares of Common Stock, (1) to the issuances of Common Stock represented by the Warrants and the PIK Shares for purposes of the rules of the New York Stock Exchange to the extent the Common Stock remains listed on the New York Stock Exchange and such approval is required for the issuances of the Warrants and the PIK Shares and (2) with respect to the amendment of the Company’s existing charter to (a) increase its authorized Common Stock or (b) effect a reverse stock split, in each case under applicable Texas law (the “Charter Amendment Approval”); provided, that the Company may waive, in its sole discretion, the Charter Amendment Approval.
Requisite Shareholder Approvals means the CWBC Shareholder Approval and the CVCY Shareholder Approval.
Requisite Shareholder Approvals has the meaning set forth in Section 3.1.

Examples of Requisite Shareholder Approvals in a sentence

  • The Company agrees that, within one hundred eighty (180) days of the Original Issue Date (or, if the Requisite Shareholder Approvals have not been obtained by such date, within thirty (30) days of the date the Requisite Shareholder Approvals have been obtained), it shall file with the SEC a resale registration statement, for the registration under the Securities Act of the Common Stock issuable upon exercise of the Warrants.

  • In performing Services under this Agreement, Licensor is an independent contractor, and its personnel and other representatives shall not act nor shall be deemed to be agents or employees of Adobe.

  • This Agreement may be amended by the parties hereto (in the case of the Company, by action taken by or on behalf of its Board of Directors) at any time prior to the Closing, whether before or after receipt of the Requisite Shareholder Approvals; provided, however, that, after receipt of the Requisite Shareholder Approvals, no amendment may be made which under applicable Law requires the further approval of the shareholders of the Company without such further approval.

  • On the basis of the representations, warranties and covenants contained in, and subject to (i) obtaining the Requisite Shareholder Approvals and (ii) the terms and conditions of this Agreement, the Company agrees to sell the Shares to the Purchaser, and the Purchaser agrees to purchase the Shares from the Company.

  • Except for Requisite Shareholder Approvals that may be required under NASDAQ Marketplace Rules applicable to Buyer, no further approval or authorization of any shareholder, Buyer's Board of Directors or others is required for the issuance and sale of the Shares.

  • The Company will schedule the Special Meeting to be held within forty (40) days from the date of the initial mailing of the Proxy Statement (or if the Company's proxy solicitor advises that forty (40) days from the date of mailing the Proxy Statement is insufficient time to submit and obtain the Requisite Shareholder Approvals, such later date as advised by such proxy solicitor, and to which the Shareholders’ Representative consents, such consent not to be unreasonably withheld, conditioned or delayed).

  • As promptly as practicable after execution of this Agreement, the Company shall, use its reasonable best efforts to obtain the Requisite Shareholder Approvals.

  • Subject to the Requisite Shareholder Approvals, the issuance of the PIK Shares has been duly and validly authorized by the Company and, when any PIK Shares are issued and delivered pursuant to PIK Share Payments, the PIK Shares will be duly authorized, validly issued and delivered and fully paid and non-assessable, free and clear of all taxes, liens, preemptive rights, rights of first refusal, subscription and similar encumbrances.

  • Any PIK Interest on the Notes shall accrue at a rate of 11.0% per annum; provided that if the Requisite Shareholder Approvals are not obtained on or prior to the Requisite Shareholder Approval Deadline, PIK Interest on the Notes shall accrue at a rate of 20.0% per annum; provided further that upon the occurrence and during the continuance of an Event of Default, the rate at which PIK Interest on the Notes accrues shall increase by an additional 2.0% per annum (the “PIK Interest Rate”).

  • The Requisite Shareholder Approvals shall have been obtained in accordance with the DGCL, the Company Charter, the bylaws of the Company, the Investment Company Act and the rules and regulations of the NASDAQ Capital Market, as applicable.


More Definitions of Requisite Shareholder Approvals

Requisite Shareholder Approvals means the Issuer’s receipt of the requisite votes or consents of the holders of its shares of Common Stock, (1) to the issuances of Common Stock represented by the Warrants, the PIK Shares and the PIK payments under the 1.75 Lien Credit Agreement for purposes of the rules of the New York Stock Exchange (the “NYSE Approval”) to the extent the Common Stock remains listed on the New York Stock Exchange and such approval is required for the issuances of the Warrants, the PIK Shares and the PIK payments under the 1.75 Lien Credit Agreement and (2) with respect to the amendment of the Issuer’s existing charter to (a) increase its authorized Common Stock or (b) effect a reverse stock split, in each case under applicable Texas law (the “Charter Amendment Approval”); provided, that the Issuer may waive, in its sole discretion, the Charter Amendment Approval.
Requisite Shareholder Approvals means the Borrower’s receipt of the requisite votes or consents of the holders of its shares of Common Stock, (1) to the issuances of Common Stock represented by the Warrants, the PIK Note Payments (as defined in the Senior Secured Notes Indenture), the issuance of PIK Shares under the Senior Secured Notes Indenture and the PIK Shares issued pursuant to the Loan Documents for purposes of the rules of the New York Stock Exchange to the extent the Common Stock remains listed on the New York Stock Exchange and such approval is required for the issuances of the Warrants, the PIK Note Payments (as defined in the Senior Secured Notes Indenture), the issuance of PIK Shares under the Senior Secured Notes Indenture and the PIK Shares issued pursuant to the Loan Documents and (2) with respect to the amendment of the Borrower’s existing charter to (a) increase its authorized Common Stock or (b) effect a reverse stock split, in each case under applicable Texas law (the “Charter Amendment Approval”); provided, that the Borrower may waive, in its sole discretion, the Charter Amendment Approval.
Requisite Shareholder Approvals means the Issuer's receipt of the requisite votes or consents of the holders of its shares of Common Stock, (1) to the issuances of Common Stock represented by the Warrants, the PIK Shares and the PIK payments under the 1.75 Lien Credit Agreement for purposes of the rules of the New York Stock Exchange (the “NYSE Approval”) to the extent the Common Stock remains listed on the New York Stock Exchange and such approval is required for the issuances of the Warrants, the PIK Shares and the PIK payments under the 1.75 Lien Credit Agreement and (2) with respect to the amendment of the Issuer's existing charter to (a) increase its authorized Common Stock or (b) effect a reverse stock split, in each case under applicable Texas law (the “Charter Amendment Approval”); provided, that the Issuer may waive, in its sole discretion, the Charter Amendment Approval.
Requisite Shareholder Approvals means the approval by the Company’s shareholders of (i) the issuance of the PIK Shares and the Common Shares underlying the Warrants for purposes of Section 312.03 of the NYSE Listed Company Manual and (ii) an amendment to the Company’s Amended and Restated Certificate of Formation, as amended, that would effectively increase the total number of Common Shares the Company is authorized to issue to an amount sufficient to allow the issuance of the Registrable Securities.
Requisite Shareholder Approvals has the meaning set forth in Section 5.1(B).

Related to Requisite Shareholder Approvals

  • Requisite Shareholder Approval means the affirmative vote of a majority of the outstanding shares of the Company’s Voting Stock (voting together as a single class) and the affirmative vote of a majority of the outstanding shares of Common Stock (voting separately as a single class), in each case approving the amendment of the Company’s amended and restated articles of incorporation to increase the number of authorized shares of Common Stock to 150,000,000 shares.

  • Requisite Stockholder Approval has the meaning set forth in Section 3.2.

  • Required Shareholder Approval has the meaning in Section 2.20.

  • Stockholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the stockholders of the Company with respect to issuance of all of the Warrants and the Warrant Shares upon the exercise thereof.

  • Parent Shareholder Approval means the affirmative vote of the holders of a majority of the votes cast by holders of outstanding shares of Parent Stock on the proposal to approve the issuance of Parent Stock as provided in this Agreement at the Parent Special Meeting.

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Shareholder Approval Date means the date on which this Plan is approved shareholders of the Company eligible to vote in the election of directors, by a vote sufficient to meet the requirements of Code Sections 162(m) (if applicable) and 422, Rule 16b-3 under the Exchange Act (if applicable), applicable requirements under the rules of any stock exchange or automated quotation system on which the Shares may be listed on quoted, and other laws, regulations and obligations of the Company applicable to the Plan.

  • Stockholder Approval Date means the date on which Stockholder Approval is received and deemed effective under Delaware law.

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Parent Stockholder Approval means the approval of the Parent Common Stock Issuance by the affirmative vote of a majority of the votes cast at the Parent Stockholders Meeting in accordance with the rules and regulations of the NYSE and the Organizational Documents of Parent.

  • Disinterested Shareholder Approval means approval by a majority of the votes cast by all the Company’s shareholders at a duly constituted shareholders’ meeting, excluding votes attached to Common Shares beneficially owned by Insiders who are Service Providers or their Associates;

  • Shareholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the shareholders of the Company with respect to the transactions contemplated by the Transaction Documents, including the issuance of all of the Underlying Shares in excess of 19.99% of the issued and outstanding Common Stock on the Closing Date.

  • Requisite Approval means the affirmative vote of the holders of at least a majority of the shares of outstanding Company Common Stock and outstanding Company Preferred Stock voting as a single class.

  • Authorized Share Approval means approval of the Amendment by the shareholders of the Company.

  • Required Company Stockholder Vote shall have the meaning set forth in Section 2.5.

  • HSR Approval means expiration of all applicable waiting periods under the HSR Act (including any voluntary agreed extensions) or earlier termination thereof.

  • Requisite Company Vote has the meaning set forth in Section 3.03(a).

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.

  • CPUC Approval means a final and non-appealable order of the CPUC, without conditions or modifications unacceptable to the Parties, or either of them, which contains the following terms:

  • Required Approvals shall have the meaning ascribed to such term in Section 3.1(e).

  • Pre-approval means written notification via a pre-approval letter to Customer that Ameren Illinois has reviewed Customer's Application and determined that the project meets the program eligibility requirements for a maximum pre-approved incentive amount if the project is completed by the estimated completion date and all final application paperwork is submitted and approved.

  • IRB approval means the determination of the IRB that the research has been reviewed and may be conducted at an institution within the constraints set forth by the IRB and by other institutional and federal requirements.

  • Requisite Consents means all approvals, permissions and consents (whether statutory or otherwise) required from time to time from parties other than the Consultees in respect of the works or activities covered by a Proposal;

  • Required Consents shall have the meaning set forth in Section 4.5.

  • Required Vote has the meaning ascribed thereto in Section 2.2(b);

  • Required Consent has the meaning set forth in Section 4.4.