Examples of Series C Stockholders in a sentence
Each Management Stockholder acknowledges and agrees that such Management Stockholder has not granted and is not a party to any proxy, voting trust or other agreement or understanding (whether written or oral, or firm or contingent) which is inconsistent with, conflicts with or violates any provision of this Agreement (except for the Series C Stockholders Agreement, the true and correct text of which is attached hereto as Exhibit A) or which is the subject matter of this Agreement.
Neither the Company nor any Management Stockholder shall amend or modify the Series C Stockholders Agreement, or enter into, amend or modify any other agreement with any holder of Series C Preferred Stock with respect to such Series C Preferred Stock, without first offering to the Purchasers similar or more favorable (to the Purchasers) terms as are proposed to be offered to any such stockholder in such agreement.
The Series C Stockholders of Series C Registrable Securities exercising a Demand Registration request and the Stockholders of Future Registrable Securities and Warrant Registrable Securities participating in a Demand Registration shall receive priority with respect to the number of shares to be included in a Registration Statement.
In the event that the --------------------------------------------- Series C Stockholders Agreement is amended or modified after the date hereof, the Corporation will provide prompt (and in any event, within five business days) notice of such amendment or modification to the Purchasers, and will provide a copy to the Purchasers of such amended or modified Series C Stockholders Agreement (marked to show changes).
Notwithstanding the first sentence of this Section 3.2, in the case of a Default constituting a Material Adverse Effect, if that Material Adverse Effect did not result from any act or failure to act by Western Water, that Default shall entitle the Series C Preferred Stockholders to terminate its obligation to make any further advances on the Loan, but shall not, by itself, entitle the Series C Stockholders to accelerate Western Water's obligation to repay the outstanding amounts under the Loan.
Each time the Company decides to file a Registration Statement under the Securities Act (other than registrations on Forms S-4 or S-8 or any successor form thereto, and other than a Demand Registration) covering the offer and sale by it or any of its security holders of any of its securities for money, the Company shall give written notice thereof to all Series C Stockholders of Series C Registrable Securities, and the Stockholders of Future Registrable Securities or Warrant Registrable Securities.
Immediately after the Closing, the Board of Directors of ABI shall be comprised as set forth in Section 6.2 of the Series C Stockholders Agreement.
This Agreement may not be amended, supplemented or discharged, and no provision hereof may be modified or waived, except expressly by an instrument in writing signed by the Company, JPI and 66% of the Shares held by each of the following groups of Stockholders in the aggregate, each voting as a separate group (the “Required Stockholders”): the Fenics Stockholders, the Series A Stockholders, the Series B Stockholders, the Series C Stockholders and the Class B Common Stockholders.
The Company shall keep a complete record of any Transfers permitted hereunder and shall notify the Administrative Agent and the Series C Stockholders pursuant to the provisions of Section 7.5 within five (5) Business Days of any such Transfer.
That each Series C Stockholder is the record and beneficial owner of the shares of Series C Preferred Stock set forth opposite that Series C Stockholder's name on Schedule 1.1, free and clear of all liens, claims and encumbrances of any kind.