Recapitalizations, etc. Notwithstanding Section 2.1(a), no member of the Investor Group shall be obligated to dispose of any Voting Securities (or be prohibited from exercising the Warrant) if the Investor Group Interest exceeds (or would, as a result of exercise of the Warrant, exceed) the Maximum Interest as a result of (i) a recapitalization of the Company, (ii) a repurchase of Voting Securities or (iii) any other action taken by the Company or its Affiliates other than the Investor Group.
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Samples: Securities Purchase Agreement (Ivillage Inc), Stockholder Agreement (Ivillage Inc), Securities Purchase Agreement (Ivillage Inc)
Recapitalizations, etc. Notwithstanding Section 2.1(a), no member of the Investor Group shall be obligated to dispose of any Voting Securities (or be prohibited from exercising the Warrant) if the Investor Group Interest Percentage exceeds (or would, as a result of exercise of the Warrant, exceed) the Maximum Interest Threshold Percentage as a result of (i) a recapitalization of the CompanyCompany approved by Consenting Vote, (ii) a repurchase of Voting Securities approved by Consenting Vote or (iii) any other action taken by the Company or its Affiliates other than the Investor GroupGroup provided such action is approved by Consenting Vote.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Ivillage Inc), Securities Purchase Agreement (Hearst Communications Inc), Securities Purchase Agreement (Hearst Communications Inc)
Recapitalizations, etc. Notwithstanding Section 2.1(a2(a), no member of the Investor Group shall be obligated to dispose of any Voting Securities (or be prohibited from exercising if the Warrant) if aggregate percentage ownership of the Investor Group Interest exceeds (or would, as a result of exercise of the Warrant, exceed) the Maximum Interest is increased as a result of (i) a recapitalization of the Company, (ii) a repurchase of Voting Securities or by the Company, (iii) any other action taken by the Company or its Affiliates other than the Investor Group.
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Recapitalizations, etc. Notwithstanding Section 2.1(a2(a), no member ---------------------- of the Investor Group shall be obligated to dispose of any Voting Securities (or be prohibited from exercising if the Warrant) if aggregate percentage ownership of the Investor Group Interest exceeds (or would, as a result of exercise of the Warrant, exceed) the Maximum Interest is increased as a result of (i) a recapitalization of the Company, (ii) a repurchase of Voting Securities or by the Company, (iii) any other action taken by the Company or its Affiliates other than the Investor Group.
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Samples: Standstill Agreement (Chemdex Corp)
Recapitalizations, etc. Notwithstanding Section 2.1(a2(a), no member of the Investor Group shall be obligated to dispose of any Voting Securities (or be prohibited from exercising if the Warrant) if aggregate percentage ownership of the Investor Group Interest exceeds (or would, as a result of exercise of the Warrant, exceed) the Maximum Interest is increased as a result of (i) a recapitalization of the Company, (ii) a repurchase of Voting Securities by the Company, or (iii) any other action taken by the Company or its Affiliates other than the Investor Group.
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Recapitalizations, etc. Notwithstanding Section 2.1(a3(b)(i), no member of the Investor Group shall be obligated to dispose of any Voting Securities (or be prohibited from exercising if the Warrant) if aggregate percentage ownership of the Investor Group Interest exceeds (or would, as a result of exercise of the Warrant, exceed) the Maximum Interest is increased as a result of (ix) a recapitalization of the Company, (iiy) a repurchase of Voting Securities or by the Company, (iiiz) any other action taken by the Company or its Affiliates other than the Investor Group.
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Recapitalizations, etc. Notwithstanding Section 2.1(a3(a)(i), no member of the Investor Group shall be obligated to dispose of any Voting Securities (or be prohibited from exercising if the Warrant) if aggregate percentage ownership of the Investor Group Interest exceeds (or would, as a result of exercise of the Warrant, exceed) the Maximum Interest is increased as a result of (ix) a recapitalization recapitalization, merger, consolidation or other reorganization of the Company, (iiy) a repurchase of Voting Securities by the Company or (iiiz) any other action taken by the Company or its Affiliates other than the Investor Group.
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Samples: Investor Agreement (Sonera Corp)
Recapitalizations, etc. Notwithstanding Section 2.1(a3(b)(i), no member of the Investor Group shall be obligated to dispose of any Voting Securities (or be prohibited from exercising if the Warrant) if aggregate percentage ownership of the Investor Group Interest exceeds (or would, as a result of exercise of the Warrant, exceed) the Maximum Interest is increased as a result of (iA) a recapitalization of the Company, (iiB) a repurchase of Voting Securities or by the Company, (iiiC) any other action taken by the Company or its Affiliates other than the Investor Group.
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