Common use of Actions to be Taken Clause in Contracts

Actions to be Taken. In the event that (i) the holders of a majority of the shares of Common Stock then issuable or issued upon conversion of the shares of Preferred Stock voting together as a single class (the “Selling Investors”), and (ii) the Board of Directors, approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, each Stockholder and the Company hereby agrees:

Appears in 11 contracts

Samples: Voting Agreement (Lewis & Clark Ventures I, LP), Adoption Agreement (Kodiak Venture Partners Iii Lp), Adoption Agreement (MLS Capital Fund II LP)

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Actions to be Taken. In the event that (i) Investors holding at least a majority of the shares of Common Stock issuable upon conversion of the then outstanding shares Preferred Stock (the “Selling Investors”); and (ii) the holders of a majority of the then outstanding shares of Common Stock then issuable or issued upon conversion of the shares of Preferred Stock voting together as a single class (the “Selling Investors”), and (ii) the Board of DirectorsStock, approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, then each Stockholder and the Company hereby agreesagree:

Appears in 4 contracts

Samples: Voting Agreement (Winc, Inc.), Voting Agreement (Winc, Inc.), Voting Agreement (Winc, Inc.)

Actions to be Taken. In the event that (i) the holders of a majority at least 50% of the shares of Common Stock then issued or issuable or issued upon conversion of the shares of Preferred Stock voting together as a single class (the “Selling Investors”), and ; (ii) the Board of Directors; and (iii) the holders of a majority of the then outstanding shares of Common Stock (other than those issued or issuable upon conversion of the Preferred Stock) (collectively, the “Electing Holders”) approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, then each Stockholder and the Company hereby agreesagree:

Appears in 4 contracts

Samples: Adoption Agreement (Gin & Luck Inc.), Adoption Agreement (Gin & Luck Inc.), Adoption Agreement (Gin & Luck Inc.)

Actions to be Taken. In Subject to Section 3.4 herein, in the event that (i) the Board and (ii) the holders of a majority at least sixty percent (60%) of the shares of Common Stock then issuable or issued upon conversion of the shares of and Preferred Stock Stock, voting together as a single class and on an as-converted basis (the “Selling Investors”), and (ii) the Board of Directors, approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, then each Stockholder and the Company hereby agrees:

Appears in 3 contracts

Samples: Voting Agreement (Yext, Inc.), Voting Agreement (Yext, Inc.), Voting Agreement (Yext, Inc.)

Actions to be Taken. In the event that that: (i) the holders of a majority at least sixty percent (60%) of the shares of Common Stock then issued or issuable or issued upon conversion of the shares of Preferred Stock Stock, voting together as a single class (the “Selling Investors”)class, and (ii) the Board holders of Directorsat least sixty percent (60%) of the then outstanding shares of Common Stock (collectively, the “Selling Stockholders”) approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, then each Stockholder and the Company hereby agrees:

Appears in 2 contracts

Samples: Voting Agreement (BIND Therapeutics, Inc), Voting Agreement (BIND Therapeutics, Inc)

Actions to be Taken. In the event that (i) the Requisite Holders; (ii) the holders of a majority of the then outstanding shares of Common Stock then (other than those issued or issuable or issued upon conversion of the shares of Preferred Stock voting together as a single class (Stock) held by the “Selling Investors”), Key Holders; and (iiiii) the Board of DirectorsBoard, approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection Section 3.3 below, each Stockholder and the Company hereby agreesagree:

Appears in 2 contracts

Samples: Voting Agreement (Gryphon Online Safety, Inc.), Voting Agreement (Gryphon Online Safety, Inc.)

Actions to be Taken. In the event that (i) the holders of a majority of the shares of Common Stock then issuable or issued upon conversion of the outstanding shares of Preferred Stock Stock, voting together as a single class and on an as-converted basis (collectively, the “Selling InvestorsElecting Holders”), and (ii) the Board of Directors, approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, then each Stockholder and the Company hereby agreesagree:

Appears in 1 contract

Samples: Voting Agreement (Cullinan Oncology, LLC)

Actions to be Taken. In the event that (i) the holders of a majority of the shares of Common Stock then issued or issuable or issued upon conversion of the shares of Preferred Stock voting together as a single class (the “Selling Investors”), ; and (ii) the Board of Directors(collectively, (i)-(ii) are the “Electing Holders”) approve a Sale of the Company (which approval of the Electing Holders must be in writing), specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection Section 3.3 below, each Stockholder and the Company hereby agreesagree:

Appears in 1 contract

Samples: Adoption Agreement (Adamas One Corp.)

Actions to be Taken. In the event that (i) the Investors that constitute the holders of at least a majority of the shares of Common Stock then issuable or issued upon conversion of the shares of Preferred Stock voting together as a single class (the “Selling Investors”), ; and (ii) the Board of Directors, approve a Sale of the Company in writingCompany, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection Section 3.3 below, each Stockholder Investor and the Company hereby agreesagree:

Appears in 1 contract

Samples: Investors’ Rights Agreement (Nixplay Inc)

Actions to be Taken. In the event that (i) the holders of a majority of the shares of Common Stock then issuable or issued upon conversion of the outstanding shares of Preferred Stock voting or consenting together as a single class on an as-converted basis (the “Selling Investors”), ) and (ii) the Board of Directors, Directors approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, then each Stockholder and the Company hereby agrees:

Appears in 1 contract

Samples: Adoption Agreement (Axcella Health Inc.)

Actions to be Taken. In the event that (i) the Board and the holders of at least a majority of the shares of Common Stock then issuable or issued upon conversion of the outstanding shares of Preferred Stock voting together as a single class (the “Selling InvestorsStockholders”), voting as a separate class and (ii) the Board of Directorson an as-converted to Common Stock basis, approve a Sale of the Company in writing, specifying writing and specify that this Section 3 4 shall apply to such transactiontransaction (each an “Approved Transaction”), then, then subject to satisfaction of each of the conditions set forth in Subsection 3.3 belowSection 6 and Section 7, each Stockholder Key Holder and the Company each Series A Holder hereby agrees:

Appears in 1 contract

Samples: Stockholders’ Agreement (Histogenics Corp)

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Actions to be Taken. In the event that (i) the holders of a majority more than the Appropriate Percentage of the shares of Common Stock then issuable or issued upon conversion of the then outstanding shares of Preferred Stock voting together as a single class (the “Selling Investors”), ) and (ii) the Board of Directors, Directors approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, then each Stockholder and the Company hereby agrees:

Appears in 1 contract

Samples: Adoption Agreement (Akebia Therapeutics, Inc.)

Actions to be Taken. In the event that If (i) the holders of at least a majority of the shares of Common Stock then issuable or issued upon conversion of the shares of Preferred Stock voting together as a single class and outstanding (the “Selling InvestorsStockholders), ) and (ii) the Board of Directors, approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, each Stockholder and the Company hereby agreesagree:

Appears in 1 contract

Samples: Adoption Agreement

Actions to be Taken. In the event that (i) the holders of at least a majority of the shares of Common Stock then issued or issuable or issued upon conversion of the shares of Series A Preferred Stock voting together as a single class (the “Selling Investors”), and (ii) the Board of Directors, Directors (including at least one Series A Director if then in office) approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, then each Stockholder and the Company hereby agreesagree:

Appears in 1 contract

Samples: Adoption Agreement (Nephros Inc)

Actions to be Taken. In the event that at any time (i) the holders of a majority at least [***] of the shares of Common Stock then issued or issuable or issued upon conversion of the shares of Preferred [***] (other than shares of Common Stock voting together as a single class issued pursuant to the Special Mandatory Conversion provisions of the Restated Certificate) (the “Selling Investors”), ) and (ii) the Board of Directors, approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, each Stockholder and the Company hereby agreesagree:

Appears in 1 contract

Samples: Voting Agreement (PureTech Health PLC)

Actions to be Taken. In the event that a Sale of the Company is approved by each of (i) the Board of Directors, (ii) the holders of at least 75% of the Preferred Stock, voting together as a single class and (iii) the holders of a majority of the shares holders of Common Stock then issuable or issued upon conversion Series A Preferred Stock, voting as a separate class, and each of the shares of Preferred Stock voting together as a single class (the “Selling Investors”), and (ii) the Board of Directors, approve a Sale of the Company foregoing specify in writing, specifying writing that this Section 3 shall apply to such transaction, then, subject to satisfaction of each a Sale of the conditions set forth in Subsection 3.3 belowCompany, then each Stockholder and the Company hereby agreesagrees as follows:

Appears in 1 contract

Samples: Voting Agreement

Actions to be Taken. In the event that (i) the holders of a majority [specify percent­age]13 of the outstanding shares of Common Stock then issued or issuable or issued upon conversion of the shares of Series A [and B] Preferred Stock voting together as a single class (the “Selling Investors”), ) [and (ii) the Board of Directors, ]approve a Sale of the Company Com­pany in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of then each of the conditions set forth in Subsection 3.3 below, each Stockholder and the Company Stock­holder hereby agrees:

Appears in 1 contract

Samples: Voting Agreement

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