Common use of Protective Provision Clause in Contracts

Protective Provision. So long as shares of Series C-IV Preferred Stock are outstanding, the Company shall not without first obtaining the approval (by vote or written consent, as provided by the Delaware General Corporation Law) of the holders of at least a majority of the then outstanding shares of Series C-IV Preferred Stock: (a) alter or change the rights, preferences or privileges of the Series C-IV Preferred Stock, including, but not limited to, the creation or authorization of any Senior Securities. (b) increase the size of the authorized number of Series C-IV Preferred Stock; or (c) do any act or thing not authorized or contemplated by this Certificate of Incorporation which would result in taxation of the Series C-IV Holders under Section 305 of the Internal Revenue Code of 1986, as amended (or any comparable provision of the Internal Revenue Code as hereafter from time to time amended). If the holders of a majority of the then outstanding shares of Series C-IV Preferred Stock agree to allow the Company to alter or change the rights, preferences or privileges of the shares of Series C-IV Preferred Stock, pursuant to Subsection (a) above, so as to affect adversely the Series C-IV Preferred Stock, then the Company will deliver notice of such approved alteration or change to the Series C-IV Holders that did not agree to such alteration or change (the "SERIES C-IV DISSENTING HOLDERS"), and the Series C-IV Dissenting Holders shall thereafter have the right for a period of 30 days to convert pursuant to the terms of this Certificate of Incorporation as they exist prior to such alteration or change or continue to hold their shares of Series C-IV Preferred Stock subject to the approved alteration or change of the rights, preferences or privileges of the Series C-IV Preferred Stock.

Protective Provision. (a) So long as shares of Series C-IV A Preferred Stock are outstanding, the Company Corporation shall not without first obtaining the approval (by vote note or written consent, as provided by the Delaware General Corporation LawLaw of Delaware) of the holders of at least a majority sixty-six percent (66%) of the then outstanding shares of Series C-IV A Preferred Stock: (ai) alter or change the rights, preferences or privileges of the Series C-IV A Preferred Stock or any Senior Securities so as to affect adversely the Series A Preferred Stock, including, but not limited to, the creation or authorization of any Senior Securities.; (bii) increase the size do any act or thing to reclassify any outstanding class or series of capital stock of the authorized number Corporation into a class or series of capital stock having preferences or priority as to dividends or assets senior to or on parity with the Series C-IV A Preferred Stock; (iii) alter or amend the Corporation’s Certificate of Incorporation so as to; affect adversely holders of the Series A Preferred Stock; (iv) voluntarily liquidate the Corporation; (v) declare or pay a dividend on the Common Stock or Junior Securities (other than a dividend payable solely in shares of Common Stock); or (cvi) do any act or thing not authorized or contemplated by this Certificate of Incorporation Designations which would result in taxation of the holders of shares of the Series C-IV Holders A Preferred Stock under Section 305 of the Internal Revenue revenue Code of 1986, as amended (or any comparable provision of the Internal Revenue revenue Code as hereafter from time to time amended). If In the event holders of a majority at least sixty-six percent (66%) of the then outstanding shares of Series C-IV A Preferred Stock agree to allow the Company Corporation to alter or change the rights, preferences or privileges of the shares of Series C-IV A Preferred Stock, pursuant to Subsection subsection (aa)(i) above, so as to affect adversely the Series C-IV A Preferred Stock, then the Company Corporation will deliver notice of such approved alteration or change to the holders of the Series C-IV Holders A Preferred Stock that did not agree to such alteration or change (the "SERIES C-IV DISSENTING HOLDERS"), “Dissenting Holders”) and the Series C-IV Dissenting Holders shall thereafter have the right for a period of 30 thirty (30) days to convert their shares pursuant to the terms of this Certificate of Incorporation Designations as they exist prior to such alteration or change or continue to hold their shares of Series C-IV A Preferred Stock subject to the approved alteration or change of the rights, preferences or privileges of the Series C-IV A Preferred Stock. (b) Notwithstanding the foregoing, so long as shares of the Series A Preferred Stock are outstanding, the Corporation shall not without first obtaining the approval (by note or written consent, as provided by the General Corporation Law of Delaware) of the holders of at least a majority of the then outstanding shares of Series A Preferred Stock authorize or issue or obligate itself to issue, any other class or series of capital stock, including any equity security convertible into or exercisable for any security ranking by its terms senior to or on parity for purposes of dividends, liquidation, redemption, or voting with the Series A Preferred Stock. RESOLVED FURTHER, that the President or any Vice-President or the Secretary of this Corporation, be and each of them hereby are authorized and directed to prepare and file a certificate setting forth a copy of these resolutions in accordance with the provisions of the General Corporation Law of the State of Delaware.

Protective Provision. So long as shares of Series C-IV V Preferred Stock are outstanding, the Company shall not without first obtaining the approval (by vote or written consent, as provided by the Delaware General Corporation Law) of the holders of at least a majority of the then outstanding shares of Series C-IV V Preferred Stock: (a) alter or change the rights, preferences or privileges of the Series C-IV V Preferred Stock, including, but not limited to, the creation or authorization of any Senior Securities. (b) increase the size of the authorized number of Series C-IV V Preferred Stock; or (c) do any act or thing not authorized or contemplated by this Certificate of Incorporation which would result in taxation of the Series C-IV V Holders under Section 305 of the Internal Revenue Code of 1986, as amended (or any comparable provision of the Internal Revenue Code as hereafter from time to time amended). If the holders of a majority of the then outstanding shares of Series C-IV V Preferred Stock agree to allow the Company to alter or change the rights, preferences or privileges of the shares of Series C-IV V Preferred Stock, pursuant to Subsection (a) above, so as to affect adversely the Series C-IV V Preferred Stock, then the Company will deliver notice of such approved alteration or change to the Series C-IV V Holders that did not agree to such alteration or change (the "SERIES Series C-IV DISSENTING HOLDERSV Dissenting Holders"), and the Series C-IV V Dissenting Holders shall thereafter have the right for a period of 30 days to convert pursuant to the terms of this Certificate of Incorporation as they exist prior to such alteration or change or continue to hold their shares of Series C-IV V Preferred Stock subject to the approved alteration or change of the rights, preferences or privileges of the Series C-IV V Preferred Stock.

Protective Provision. So long as shares of Series C-IV V Preferred Stock are outstanding, the Company shall not without first obtaining the approval (by vote or written consent, as provided by the Delaware General Corporation Law) of the holders of at least a majority of the then outstanding shares of Series C-IV V Preferred Stock: (a) alter or change the rights, preferences or privileges of the Series C-IV V Preferred Stock, including, but not limited to, the creation or authorization of any Senior Securities. (b) increase the size of the authorized number of Series C-IV V Preferred Stock; or (c) do any act or thing not authorized or contemplated by this Certificate of Incorporation which would result in taxation of the Series C-IV V Holders under Section 305 of the Internal Revenue Code of 1986, as amended (or any comparable provision of the Internal Revenue Code as hereafter from time to time amended). If the holders of a majority of the then outstanding shares of Series C-IV V Preferred Stock agree to allow the Company to alter or change the rights, preferences or privileges of the shares of Series C-IV V Preferred Stock, pursuant to Subsection (a) above, so as to affect adversely the Series C-IV V Preferred Stock, then the Company will deliver notice of such approved alteration or change to the Series C-IV V Holders that did not agree to such alteration or change (the "SERIES C-IV V DISSENTING HOLDERS"), and the Series C-IV V Dissenting Holders shall thereafter have the right for a period of 30 days to convert pursuant to the terms of this Certificate of Incorporation as they exist prior to such alteration or change or continue to hold their shares of Series C-IV V Preferred Stock subject to the approved alteration or change of the rights, preferences or privileges of the Series C-IV V Preferred Stock.

Protective Provision. So long as shares of Series C-IV Preferred Stock are outstanding, the Company shall not without first obtaining the approval (by vote or written consent, as provided by the Delaware General Corporation Law) of the holders of at least a majority of the then outstanding shares of Series C-IV Preferred Stock: (a) alter or change the rights, preferences or privileges of the Series C-IV Preferred Stock, including, but not limited to, the creation or authorization of any Senior Securities. (b) increase the size of the authorized number of Series C-IV Preferred Stock; or (c) do any act or thing not authorized or contemplated by this Certificate of Incorporation which would result in taxation of the Series C-IV Holders under Section 305 of the Internal Revenue Code of 1986, as amended (or any comparable provision of the Internal Revenue Code as hereafter from time to time amended). If the holders of a majority of the then outstanding shares of Series C-IV Preferred Stock agree to allow the Company to alter or change the rights, preferences or privileges of the shares of Series C-IV Preferred Stock, pursuant to Subsection (a) above, so as to affect adversely the Series C-IV Preferred Stock, then the Company will deliver notice of such approved alteration or change to the Series C-IV Holders that did not agree to such alteration or change (the "SERIES Series C-IV DISSENTING HOLDERSDissenting Holders"), and the Series C-IV Dissenting Holders shall thereafter have the right for a period of 30 days to convert pursuant to the terms of this Certificate of Incorporation as they exist prior to such alteration or change or continue to hold their shares of Series C-IV Preferred Stock subject to the approved alteration or change of the rights, preferences or privileges of the Series C-IV Preferred Stock.as