Minority Protections. (1) For so long as the Partially Diluted Ownership Percentage of the BAT Group Permitted Holders is at least 10%, the Company covenants and agrees that, except (i) with the prior written consent of the BAT Group Representative, (ii) as required by this Agreement or, (iii) as required by Law, it shall not, directly or indirectly:
Minority Protections. (a) Until the earlier of (i) the Ownership Reduction Event and (ii) the fifth anniversary of the Closing Date:
Minority Protections. 6.1 Decisions on the following matters, whether at a Board meeting or at a general meeting of the Company, shall not be taken without the prior approval of the Founder (or his duly appointed attorney), provided that the Founder owns at least 8% of the issued and paid up share capital of the Company:
Minority Protections. The Joint Venture Agreement shall contain minority protections, including protective provisions, that are standard and customary for joint ventures of this type. The Joint Venture Agreement shall include an enumerated list of actions set forth on Exhibit A which neither the JV Board, nor the Company may take without the affirmative written consent of Digital Turbine. For each item listed on Exhibit A, Digital Turbine shall respond to any written request for consent no later than five (5) Business Days after receipt of such request.
Minority Protections. The provisions of schedule 1 shall apply in respect of decisions of the Board, the Opco Board and/or the board of directors of any other Holdco Subsidiary, in respect of matters specified in that schedule.
Minority Protections. During the period that any Preferred Unit remains outstanding, the Partnership may not: (i) issue any equity security senior in right of distribution or in liquidation to the Preferred Units, (ii) issue additional pari passu equity interests, (iii) effect any amendments to the Partnership’s partnership agreement or certificate of limited partnership that would adversely change the rights, preferences or privileges of the Preferred Units, or in each case, without the consent of the holders of a majority of the outstanding Preferred Units.
Minority Protections. (a) For so long as Xxxx Xx Xxxxxx is the Chief Executive Officer of the Company, he shall have the right to approve, in his reasonable discretion, the hiring and termination of all officers and employees of the Company, other than (i) the termination of the Chief Executive Officer, and (ii) the termination of any officer or employee of the Company for cause, as reasonably determined by the Board.
Minority Protections. For so long as Bain is entitled to information rights pursuant to either sentence of Section 5(b), without the prior written consent of Bain, the Company will not, and will not permit any of its subsidiaries to, enter into, make or modify any transaction, contract or agreement with the KKR Holders or any of their Affiliates (an “Affiliate Transaction”) unless such Affiliate Transaction is on terms that are not materially less favorable to the Company or its relevant subsidiary than those that would have been obtained in a comparable transaction with an unrelated Person on an arm’s-length basis; provided, that the term “Affiliate Transaction” shall not include this Agreement or the monitoring letter agreement dated as of the date hereof between the company and Kohlberg Kravis Xxxxxxx & Co. L.P. (as the terms of such agreement are in effect as of the date hereof). The Company and the KKR Holders agree that, without the prior written consent of Bain, the Company will not make any amendment to its certificate of incorporation that would result in the Bain Holders and the KKR Holders ceasing to hold the identical class of Common Stock, or that would change any of the terms, conditions, rights, or preferences of the Bain Shares in any manner different from the terms, conditions, rights, and preferences of the KKR Shares.
Minority Protections. Notwithstanding any other provision of this Operating Agreement to the contrary, without the approval of ADMI or its successor, until such time as ADMI (a) holds less than 10% of the voting equity of the Company on a fully diluted basis or (b) sells or otherwise transfers to a non-affiliate more than 50% of its equity holdings in the Company as of June 21, 2000, the Company may not
Minority Protections. Until Purchaser has purchased all of the Preferred Stock from Seller hereunder, Purchaser will take all steps necessary to cause Seller to have the same minority protections with respect to the Preferred Stock as Seller had as a Member under the LLC Agreement, mutatis mutandis, (including, but not limited to, right of first offer, right of first refusal and information rights and all rights provided in Articles 3.5, 4.4, 5.3, 6.2, 9.1, Article 12 and Article 15 of the LLC Agreement). Without limiting the availability of any other remedies at law or at equity, Seller shall be entitled to preliminary and permanent injunctive relief against the Purchaser and the Corporation for any breach or threatened breach of this Paragraph 7.
