Series D Preferred Stockholders definition

Series D Preferred Stockholders means the holders of the outstanding shares of Series D Preferred Stock.
Series D Preferred Stockholders has the meaning set forth in the preamble hereof. “Series D Threshold Amount” means, with respect to each outstanding share of Series D Preferred Stock outstanding on the relevant date of determination, (a) during the period from the Series D Issue Date to the second anniversary of the Series D Issue Date, 150% of the Series D Conversion Price plus accumulated and unpaid dividends, (b) at the third anniversary of the Series D Issue Date, 160% of the Series D Conversion Price plus accumulated and unpaid dividends (provided that if the date of determination occurs between the second and third anniversary of the Series D Issue Date, then the percentage value will be equal to the sum of (x) 150% and (y) the product of (i) a fraction (A) the numerator of which is the number of days between the second anniversary date to the date of determination and (B) the denominator of which is 365 and (ii) 10%), (c) at the fourth anniversary of the Series D Issue Date, 170% of the Series D Conversion Price plus accumulated and unpaid dividends (provided that if the date of determination occurs between the third and fourth anniversary of the Series D Issue Date, then the percentage value will be equal to the sum of (x) 160% and (y) the product of (i) a fraction (A) the numerator of which is the number of days between the third anniversary date to the date of determination and (B) the denominator of which is 365 and (ii) 10%), (d) at the fifth anniversary of the Series D Issue Date, 180% of the Series D Conversion Price plus accumulated and unpaid dividends (provided that if the date of determination occurs between the fourth and fifth anniversary of the Series D Issue Date, then the percentage value will be equal to the sum of (x) 170% and (y) the product of (i) a fraction (A) the numerator of which is the number of days between the fourth anniversary date to the date of determination and (B) the denominator of which is 365 and (ii) 10%), and (e) after the fifth anniversary of the Series D Issue Date, 180% of the Series D Conversion Price plus accumulated and unpaid dividends. “Series E Certificate of Designation” means the Certificate of Designation of the Powers, Preferences and Relative, Participating, Optional and other Special Rights of Convertible Preferred Stock, Series E, and Qualifications, Limitations and Restrictions thereof, of the Corporation, adopted on September __, 2008, as amended and restated from time to time. “Series E Conversion Price” means the Conversi...
Series D Preferred Stockholders has the meaning set forth in the preamble hereof.

Examples of Series D Preferred Stockholders in a sentence

  • The voting rights of the Series A, Series B, Series C and Series D Preferred Stockholders contained in this Section D.6(b) and Sections A.6(b), B.6(b) and C.6(b) may be exercised at a special meeting of the Series Preferred Stockholders called as provided in accordance with the By-laws of the Corporation, at any annual or special meeting of the Stockholders of the Corporation, or by written consent of the holders of Series Preferred Stock in lieu of a meeting.

  • The number of authorized shares of Common Stock may be increased or decreased (but not below the number of shares thereof then outstanding) by the affirmative vote of the holders of a majority of the Common Stock, the Series A Preferred Stock, the Series B Preferred Stock, the Series C Preferred Stock, Series D Preferred Stockholders and any other class or series of capital stock entitled to vote, irrespective of the provisions of Section 242(b)(2) of Title 8 of the Delaware Code.

  • For Series D Preferred Stockholders the number of shares issued in payment of such dividend shall be determined based upon the highest price per share which the Corporation could obtain from a willing buyer (who is not a current employee or director) for shares of Common Stock sold by the Corporation, from authorized but unissued shares, as determined in good faith by the Board of Directors of the Corporation.

  • The voting rights of the Series A, Series B, Series C and Series D Preferred Stockholders contained in this Section A.6(b) and Sections B.6(b), C.6(b) and D.6(b) may be exercised at a special meeting of the Series Preferred Stockholders called as provided in accordance with the By-laws of the Corporation, at any annual or special meeting of the Stockholders of the Corporation, or by written consent of the holders of Series Preferred Stock in lieu of a meeting.

  • The voting rights of the Series A, Series B, Series C and Series D Preferred Stockholders contained in this Section C.6(b) and Sections A.6(b), B.6(b) and D.6(b) may be exercised at a special meeting of the Series Preferred Stockholders called as provided in accordance with the By-laws of the Corporation, at any annual or special meeting of the Stockholders of the Corporation, or by written consent of the holders of Series Preferred Stock in lieu of a meeting.

  • Notwithstanding anything herein to the contrary, while any shares of Series D Preferred Stock are outstanding, the Corporation shall not establish any Senior Stock (exclusive of the Series A Preferred Stock, Series B Preferred Stock, and Series C Preferred which has been authorized as of the date of this Certificate of Designation) without the prior affirmative vote of a majority of the shares of Series D Preferred Stockholders.

  • Payments of any dividends to the Series D Preferred Stockholders shall be paid pro rata, on an equal priority, pari passu basis according to their respective dividend preferences as set forth herein.

  • With respect to each other Subsidiary of the Corporation, the Series B and C Preferred Stockholders shall be provided with the right to send one non-voting observer to all meetings of the Governing Body of such Subsidiary and the Series D Preferred Stockholders shall be provided with the right to send one non-voting observer to all meetings of the Governing Body of such Subsidiary.

  • Each of the Series D Preferred Stockholders shall have the right to participate in the sale of the applicable Offered Securities on the terms and conditions herein stated (the “Preferred Co-Sale Option”), which right shall be exercisable upon written notice (the “Acceptance Notice”) to the Selling Stockholders within ten (10) days after the Selling Stockholders deliver the Notice of Intention to the Series D Preferred Stockholders.

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More Definitions of Series D Preferred Stockholders

Series D Preferred Stockholders means the holders of the Series D Preferred Stock, and shall include any successor to, or assignee or transferee of, any of the Series D Preferred Stockholders who shall agree in writing to be treated as a Series D Preferred Stockholder and to be bound by the terms and to comply with the provisions of this Agreement.

Related to Series D Preferred Stockholders