Recapitalizations, etc. Notwithstanding Section 2.1(a), no member of the Investor Group shall be obligated to dispose of any Voting Securities if the Investor Group Percentage exceeds the Threshold Percentage as a result of (i) a recapitalization of the Company 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 Group provided such action is approved by Consenting Vote.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Hearst Communications Inc), Securities Purchase Agreement (Hearst Communications 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 Percentage Interest exceeds (or would, as a result of exercise of the Threshold Percentage Warrant, exceed) the Maximum Interest as a result of (i) a recapitalization of the Company approved by Consenting VoteCompany, (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 Group provided such action is approved by Consenting VoteGroup.
Appears in 3 contracts
Sources: Stockholder Agreement (Ivillage Inc), Securities Purchase Agreement (Ivillage Inc), Securities Purchase Agreement (Ivillage Inc)
Recapitalizations, etc. Notwithstanding Section 2.1(a3(a)(i), no member of the Investor Group shall be obligated to dispose of any Voting Securities if the aggregate percentage ownership of the Investor Group Percentage exceeds the Threshold Percentage is increased as a result of (ix) a recapitalization recapitalization, merger, consolidation or other reorganization of the Company approved by Consenting VoteCompany, (iiy) a repurchase of Voting Securities approved by Consenting Vote the Company or (iiiz) any other action taken by the Company or its Affiliates other than the Investor Group provided such action is approved by Consenting VoteGroup.
Appears in 1 contract
Sources: Investor Agreement (Sonera Corp)
Recapitalizations, etc. Notwithstanding Section 2.1(a2(a), no member ---------------------- of the Investor Group shall be obligated to dispose of any Voting Securities if the aggregate percentage ownership of the Investor Group Percentage exceeds the Threshold Percentage is increased as a result of (i) a recapitalization of the Company approved by Consenting VoteCompany, (ii) a repurchase of Voting Securities approved by Consenting Vote or the Company, (iii) any other action taken by the Company or its Affiliates other than the Investor Group provided such action is approved by Consenting VoteGroup.
Appears in 1 contract
Sources: 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 if the aggregate percentage ownership of the Investor Group Percentage exceeds the Threshold Percentage is increased as a result of (i) a recapitalization of the Company approved by Consenting VoteCompany, (ii) a repurchase of Voting Securities approved by Consenting Vote the Company, or (iii) any other action taken by the Company or its Affiliates other than the Investor Group provided such action is approved by Consenting VoteGroup.
Appears in 1 contract
Recapitalizations, etc. Notwithstanding Section 2.1(a3(b)(i), no member of the Investor Group shall be obligated to dispose of any Voting Securities if the aggregate percentage ownership of the Investor Group Percentage exceeds the Threshold Percentage is increased as a result of (iA) a recapitalization of the Company approved by Consenting VoteCompany, (iiB) a repurchase of Voting Securities approved by Consenting Vote or the Company, (iiiC) any other action taken by the Company or its Affiliates other than the Investor Group provided such action is approved by Consenting VoteGroup.
Appears in 1 contract
Recapitalizations, etc. Notwithstanding Section 2.1(a2(a), no member of the Investor Group shall be obligated to dispose of any Voting Securities if the aggregate percentage ownership of the Investor Group Percentage exceeds the Threshold Percentage is increased as a result of (i) a recapitalization of the Company approved by Consenting VoteCompany, (ii) a repurchase of Voting Securities approved by Consenting Vote or the Company, (iii) any other action taken by the Company or its Affiliates other than the Investor Group provided such action is approved by Consenting VoteGroup.
Appears in 1 contract
Recapitalizations, etc. Notwithstanding Section 2.1(a3(b)(i), no member of the Investor Group shall be obligated to dispose of any Voting Securities if the aggregate percentage ownership of the Investor Group Percentage exceeds the Threshold Percentage is increased as a result of (ix) a recapitalization of the Company approved by Consenting VoteCompany, (iiy) a repurchase of Voting Securities approved by Consenting Vote or the Company, (iiiz) any other action taken by the Company or its Affiliates other than the Investor Group provided such action is approved by Consenting VoteGroup.
Appears in 1 contract