Common use of Vote Required Clause in Contracts

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing not less than a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at (the “Company Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital shares of stock or other equity securities of the Company necessary to approve this Agreement the Sale and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)other Contemplated Transactions.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company ▇▇▇▇ Common Stock entitled to vote at (the Company “▇▇▇▇ Stockholder Meeting Approval”) is the only vote of holders of securities of ▇▇▇▇ required (under applicable Law, to approve the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company to approve this Agreement Merger and the other transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)by this Agreement.

Vote Required. The affirmative vote of the holders of shares representing both (a) a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at thereon and (b) a majority of the outstanding shares of Company Stockholder Meeting is Common Stock held by the Independent Shareholders are the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) votes of the holders of any class or series of the Company's capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Lawvote, the Company Charterif any, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities Equity Interests of the Company necessary to approve this Agreement Agreement, the Ancillary Agreements, the Merger and the other transactions contemplated hereby (including the Merger) and thereby (the “Company "Requisite Stockholder Approval”").

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at cast a majority of all the votes entitled to be cast on the matter (the “Company Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital shares of stock or other equity securities of the Company necessary to approve this Agreement and the Merger, the Partnership Merger or the other transactions contemplated hereby (including hereby. No vote of the holders of any limited partnership units of the Company Operating Partnership is necessary to approve the Merger) (, the “Company Stockholder Approval”)Partnership Merger or the other transactions contemplated hereby.

Vote Required. The If approval of the holders of Company Common Stock is required by applicable Law, the affirmative vote of the holders of shares representing not less than a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at (the “Company Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital shares of stock or other equity securities of the Company necessary to approve this Agreement the Merger and the other transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing not less than a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at thereon (the “Company Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital shares of stock or other equity securities of the Company necessary to approve adopt this Agreement and approve the Merger and the other transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled (the “Required Company Stockholders”) to vote at approve this Agreement (the “Company Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities Equity Interests of the Company necessary to approve this Agreement Agreement, and to consummate the transactions contemplated hereby (Transactions, including the Merger) (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing Company’s stockholders holding a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at and a majority of the outstanding shares of Company Stockholder Meeting Preferred Stock is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of Company’s capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of Company Common Stock and Company Convertible Preferred Stock (voting together with the Company Common Stock entitled on an as converted basis) to vote at adopt this Agreement (the "Company Stockholder Meeting Approval") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company capital stock or other equity securities of the Company necessary to approve this Agreement and consummate the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock Shares entitled to vote at the Company Stockholder Shareholder Meeting (the “Company Shareholder Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company or any Company Subsidiary required to approve this Agreement Agreement, the Merger and the other transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)by this Agreement.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Seller Common Stock entitled (the “Required Seller Stockholders”) is necessary to approve this Agreement and the transactions contemplated thereby. The affirmative vote at of the Company Stockholder Meeting Required Seller Stockholders is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company Seller necessary to approve this Agreement and to consummate the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at thereon in favor of the adoption of this Agreement (the “Required Company Stockholder Meeting Vote”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) consent of the holders of any class or series of the Company’s capital stock or other equity securities of the Company necessary to approve adopt this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)Agreement.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required of the Company’s shareholders necessary (under applicable Law, the Company Charter, the Company By-Laws, Law or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company ), to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Shareholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power Total Votes entitled to be cast at the Stockholders’ Meeting (and the affirmative vote of a majority of all votes entitled to be cast by the holders of the outstanding shares Series A Serial Preferred Stock and the holders of the Company Common Stock entitled to vote at the Company Stockholder Meeting Stock, voting as separate classes) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company’s capital stock or other equity securities of the Company necessary to approve this Agreement and Agreement, approve the Merger or consummate any of the other transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)by this Agreement.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at and the holders of Company Stockholder Meeting Warrants, voting together as one class, is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity Company's securities of the Company necessary to approve this Agreement and the consummation of the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing at least a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of Company capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at cast a majority of all the votes entitled to be cast on the matter (the “Company Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital shares of stock or other equity securities of the Company necessary to approve this Agreement the Merger and the other transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at outstanding on the record date set for the Company Stockholders Meeting in favor of the adoption of this Agreement (the “Requisite Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company Company’s Capital Stock necessary to approve this Agreement and the transactions contemplated hereby (including under applicable law and the Merger) (Certificate of Incorporation and Bylaws of the “Company Stockholder Approval”)Company.

Vote Required. The affirmative vote of the holders of shares representing a majority of the in voting power of the outstanding shares of the Company Common Stock entitled (the “Required Company Shareholders”), is necessary to adopt this Agreement. The affirmative vote at of the Required Company Stockholder Meeting Shareholders is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities Equity Interests of the Company necessary to approve adopt this Agreement Agreement, and to consummate the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Seller Common Stock entitled (the "Required Seller Stockholders") is necessary to approve this Agreement and the transactions contemplated thereby. The affirmative vote at of the Company Stockholder Meeting Required Seller Stockholders is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company Seller necessary to approve this Agreement and to consummate the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at (the Company Stockholder Meeting "REQUIRED COMPANY VOTES") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including and is only necessary in the Merger) (event that the “number of shares of the Company Stockholder Approval”)Common Stock tendered pursuant to the Offer represents less than 90% of the issued and outstanding shares of the Company Common Stock.

Vote Required. The affirmative vote of the holders of shares representing Company’s stockholders holding a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of Company’s capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled (the “Required Company Stockholders”) to vote at adopt this Agreement (the “Company Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities Equity Interests of the Company necessary to approve adopt this Agreement Agreement, and to consummate the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)Transactions.

Vote Required. The affirmative vote of the holders of shares representing a simple majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote present in person or by proxy at a meeting of the Company Stockholder Meeting Company's stockholders duly convened is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company's capital stock necessary to approve the Transactions. No separate vote of any class or other equity securities series of the Company Company's capital stock is necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)Transactions.

Vote Required. The affirmative vote of the holders of shares representing a ------------- majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company's capital stock necessary (under applicable Law or other equity securities of the Company otherwise) to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The If required by applicable Law, the affirmative vote of the holders of shares outstanding Company Common Stock representing at least a majority of all the voting power votes entitled to be cast thereupon by holders of the outstanding shares of the Company Common Stock entitled to vote at (the Company “Requisite Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company that is necessary to approve adopt this Agreement and approve the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority the number of the voting power Shares of the outstanding shares of the Company Common Stock entitled to vote at be cast, consisting of a majority of the total voting power of all Shares of Company Stockholder Meeting Common Stock outstanding, approving this Agreement, is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any series or class or series of capital common stock or other equity securities of the Company required to approve and adopt the plan of merger in this Agreement and the transactions contemplated hereby (including to approve the Merger) (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at adopt this Agreement and approve the Merger (the “Company Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company necessary to approve adopt this Agreement and approve the Merger and the other transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares outstanding Company Common Stock representing at least a majority of all the voting power votes entitled to be cast thereupon by holders of the outstanding shares of the Company Common Stock entitled to vote at (the Company “Requisite Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company that is necessary to approve adopt this Agreement and or approve the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of Company capital stock necessary or other equity securities of the Company required (under Applicable Law or otherwise) to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled (the “Required Company Stockholders”) is necessary to adopt this Agreement. The affirmative vote at of the Required Company Stockholder Meeting Stockholders is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities Equity Interests of the Company necessary to approve adopt this Agreement Agreement, and to consummate the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote votes of the holders of shares representing a the majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at adopt and approve this Agreement (the "Company Stockholder Meeting is Shareholder Approval") are the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) votes of the holders of any class or series of the Company's capital stock or other equity securities of the Company necessary to approve this Agreement and consummate the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock and Company Series A Preferred Stock, voting together on an as-converted basis, outstanding on the record date for the Company Stockholders’ Meeting and entitled to vote at (the Company “Required Stockholder Meeting Vote”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company’s capital stock necessary to adopt or other equity securities of the Company to approve this Agreement and approve the transactions contemplated hereby (including Merger or the Merger) (the “Company Stockholder Approval”)other Contemplated Transactions.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of Company Shares (the outstanding shares of the Company Common Stock entitled to vote at the Company “Required Stockholder Meeting Vote”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company’s capital stock that would be necessary under applicable Law and the Certificate of Incorporation and Bylaws to adopt, approve or other equity securities of the Company to approve authorize this Agreement and consummate the Merger and other transactions contemplated hereby (including in their capacity as stockholders of the Merger) (the “Company Stockholder Approval”)Company.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities Equity Interests of the Company necessary to approve this Agreement and the transactions contemplated hereby (hereby, including the Merger) Merger (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote upon adoption of this Agreement at the Company Stockholder Stockholders Meeting (the “Required Company Vote”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of Company’s capital stock or other equity securities of the Company necessary to approve this Agreement and consummate the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote thereon at the Company Stockholder Stockholders’ Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) in favor of the holders adoption of any class or series of capital stock or other equity securities of the Company to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)) is the only vote or consent of holders of Securities of the Company that is required to authorize this Agreement or to consummate the Merger and the other transactions contemplated by this Agreement.

Vote Required. The affirmative vote of the holders of shares representing not less than a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at thereon (the “Company Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital shares of stock or other equity securities of the Company necessary to approve adopt this Agreement and approve the Company Merger and the other transactions contemplated hereby (including other than the Merger) (the “Company Stockholder Partnership Approval”, which has already been obtained).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at adopt this Agreement (the "Required Company Stockholder Meeting Vote") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company necessary to approve and adopt this Agreement and to consummate the Merger and the other transactions contemplated hereby (including and by the Merger) (the “Company Stockholder Approval”)other Transaction Agreements.

Vote Required. The affirmative vote (in person or by proxy) in favor of the adoption of this Agreement of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting thereon is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company's capital stock or other equity securities of the Company necessary to approve and adopt this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power shares represented in person or by proxy at a meeting at which a quorum consisting of at least a majority of the outstanding shares of the Company Common Stock entitled to vote at approve this Agreement (the "Company Stockholder Meeting Shareholder Approval") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at (the “Required Company Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities Equity Interests of the Company necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at and a majority of the outstanding shares of Company Stockholder Meeting Preferred Stock (the “Required Vote”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company’s capital stock or other equity securities of the Company necessary to approve adopt this Agreement and approve the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities Equity Interests of the Company necessary to approve and adopt this Agreement and the transactions contemplated hereby (hereby, including the Merger) Merger (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at (the "Company Stockholder Meeting Approval") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including and is only necessary in the Merger) (event that the “number of shares of the Company Stockholder Approval”)Common Stock tendered pursuant to the Offer represents less than 90% of the issued and outstanding shares of the Company Common Stock.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required of the Company’s stockholders necessary (under applicable Law, the Company Charter, the Company By-Laws, Law or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company ), to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”).

Vote Required. The affirmative vote (in person or by proxy) in favor of the adoption of this Agreement of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting thereon is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company’s capital stock or other equity securities of the Company necessary to approve and adopt this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities Equity Interests of the Company or any Company Subsidiary necessary to approve this Agreement Agreement, the Merger and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power shares of Company Common Stock outstanding and entitled to vote on the outstanding shares adoption of this Agreement shall be required for the stockholders of the Company Common Stock entitled to vote at adopt this Agreement (the “Company Stockholder Meeting is the only Approval”). No other vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company or any Company Subsidiary is necessary to approve adopt this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)Agreement.

Vote Required. The affirmative vote of the holders of shares ------------- Company Common Stock and Company Preferred Stock representing a majority of the voting power shares of the Company Common Stock outstanding (assuming conversion of all outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting Preferred Stock) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of Company capital stock or other equity securities of the Company necessary to approve and adopt this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)Agreement.

Vote Required. The affirmative vote votes, at a duly called and held meeting of the stockholders, of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Seller’s Common Stock entitled to vote at thereon (the Company “Required Stockholder Meeting is Vote”) are the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) votes of the holders of any class or series of shares of capital stock or other equity securities of the Company Seller necessary to adopt this Agreement, the Transaction Documents and approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)or thereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at outstanding on the record date for the Company Stockholders’ Meeting (the “Requisite Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company’s capital stock necessary to adopt this Agreement, approve the Merger or other equity securities of the Company to approve this Agreement and consummate the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)by this Agreement.

Vote Required. The affirmative vote of the holders of shares representing a majority (including Buyer and its Controlled Affiliates (as defined in the Stockholders Agreement) for purposes of the voting power determining a quorum, but not for purposes of determining a majority) of the outstanding shares of the Company Common Stock entitled to vote hereon and duly present in person or by proxy at the a meeting duly called to vote hereon (and with each share of Company Stockholder Meeting is the only Common Stock entitled to one vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”).per

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Voting Common Stock Stock, as outstanding on the record date for the Company Shareholder Written Consent and entitled to vote at thereon (the “Required Company Stockholder Meeting Shareholder Vote”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock Company Capital Stock necessary to adopt or other equity securities of the Company to approve this Agreement and approve the transactions contemplated hereby (including Contemplated Transactions and the Merger) (the “Company Stockholder Approval”matters set forth in Section 5.2(a).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at outstanding on the record date set for the Company Stockholders Meeting in favor of the adoption of this Agreement (the “Requisite Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company Capital Stock necessary to approve this Agreement and the transactions contemplated hereby (including under applicable Law and the Merger) (Certificate of Incorporation and Bylaws of the “Company Stockholder Approval”)Company.

Vote Required. The affirmative vote of the holders of shares representing a majority at least two-thirds of the voting power aggregate votes of (i) the outstanding shares of the Company Common Stock entitled to vote at and (ii) the outstanding shares of Company Stockholder Meeting Preferred Stock on an “as converted” basis (the “Required Company Vote”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company’s capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote thereon at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-LawsBylaws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company to approve adopt this Agreement and approve the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a ------------- majority of the voting power of the outstanding shares of the Company TARGET Common Stock entitled to vote at (the Company "Required Stockholder Meeting Approval") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) approval of the holders of ----------------------------- any class or series of TARGET capital stock or other equity securities of the Company necessary to approve adopt this Agreement and approve the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company capital stock or other equity securities of the Company debt instruments necessary to approve adopt this Agreement and approve the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting vote, in person or by proxy, is the only vote required of the Company’s stockholders necessary (under applicable Law, the Company Charter, the Company By-Laws, law or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company ), to approve this Agreement Agreement, and the transactions contemplated hereby (by this Agreement, including the Merger) Merger (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the ------------- outstanding shares of the Company Common Stock entitled to vote at (the "Required Company Stockholder Meeting Vote") is the --------------------- only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company's capital stock necessary (under applicable law or other equity securities of the Company otherwise) to approve adopt this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)Agreement.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power ------------- of the outstanding shares of the Company Common Stock entitled to vote at adopt this Agreement (the "Required Company Stockholder Meeting Vote") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company capital stock or other equity securities of the Company necessary to approve adopt this Agreement and approve the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the in voting power of the outstanding shares of the Company Common Stock and Series A Preferred Stock outstanding and entitled to vote at on the Company Stockholder Meeting adoption of this Agreement, voting together as a class, is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company or any Company Subsidiary necessary to approve adopt this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Purchaser Common Stock entitled to vote thereon and present in person or by proxy at a meeting in which a majority in voting power of the Company Stockholder Meeting Purchaser Common Stock (the “Purchaser Required Vote”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of Purchaser’s share capital stock or other equity securities of necessary to obtain the Company to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Purchaser Shareholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at adopting this Agreement (the "Required Company Stockholder Meeting Votes") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including and is only necessary in the Merger) (event that the “number of shares of Company Stockholder Approval”)Common Stock tendered pursuant to the Offer represents less than 90% of the issued and outstanding shares of Company Common Stock.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at (the "Required Company Stockholder Meeting Vote") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) approval of the holders of any class or series of the Company's capital stock necessary to adopt this Agreement (assuming that neither Parent nor any of its affiliates or other equity securities associates (as defined in Section 203 of the DGCL) are "interested stockholders" of the Company to approve under Section 203 of the DGCL immediately before the execution and delivery of this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”Stockholders Agreement).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities Equity Interests of the Company necessary to approve this Agreement Agreement, the Merger and the transactions contemplated hereby (including the Merger) (the “"Company Stockholder Shareholder Approval”").

Vote Required. The only vote of holders of securities of the Company that is necessary to adopt this Agreement and approve the transactions contemplated hereby is the affirmative vote of the holders of shares outstanding Company Common Stock representing at least a majority of all the voting power votes entitled to be cast thereupon by holders of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company "Stockholder Approval”").

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required of the Company’s stockholders (the “Company Stockholder Approval”) necessary (under applicable Law, the Company Charter, the Company By-Laws, Law or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company to approve this Agreement and the transactions contemplated hereby (by this Agreement, including the Merger) (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares outstanding Company Common Stock representing at least a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at thereon (the Company “Requisite Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company that is necessary to approve and adopt this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote upon adoption of this Agreement at the Company Stockholder Stockholders Meeting ("Required Company Vote") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of Company's capital stock or other equity securities of the Company necessary to approve this Agreement and consummate the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company Capital Stock necessary to approve adopt this Agreement and approve the other transactions contemplated hereby (including the Merger) by this Agreement (the “Company Required Merger Stockholder ApprovalVote”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote thereon at the Company Stockholder Stockholders’ Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) in favor of the holders adoption of any class or series of capital stock or other equity securities of the Company to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)Approvalˮ) is the only vote or consent of holders of Securities of the Company that is required to authorize this Agreement or to consummate the Merger and the other transactions contemplated by this Agreement.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting adopt this Agreement is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of Company capital stock or other equity securities of the Company necessary to approve adopt this Agreement and approve the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities Equity Securities of the Company necessary to approve adopt this Agreement and the transactions contemplated hereby (hereby, including the Merger) Merger (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting is the only vote required of the Company’s stockholders (the “Company Stockholder Approval”) necessary (under applicable Law, the Company Charter, the Company By-Laws, Law or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company to approve this Agreement and the transactions contemplated hereby (by this Agreement, including the Merger) (the “Company Stockholder Approval”)Acquisition.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at (the Company Stockholder Meeting "REQUIRED COMPANY VOTE") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company FFC Common Stock entitled to vote at the Company Stockholder Meeting thereon is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of FFC capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)by this Agreement.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the issued and outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting thereon is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company's capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Seller Common Stock entitled to vote at (the Company "Requisite Stockholder Meeting Approval") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company Seller that is necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)Transactions.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting outstanding is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company's Capital Stock or any other agreement to which the Company or the Stockholders are a party necessary to approve this Agreement, any Other Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)and thereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at the Company Stockholder Meeting outstanding is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company’s Capital Stock or any other agreement to which the Company or the Primary Stockholder are a party necessary to approve this Agreement, any Other Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)and thereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Seller Common Stock entitled to vote at (the Company “Requisite Stockholder Meeting Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company Seller that is necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at (the "Required Company Stockholder Meeting Vote") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company's capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including hereby, not otherwise previously obtained; provided, however, that no representation is given with respect to the Merger) (effect of Sections 17-12,100 through 17-12,104 of the “Company Stockholder Approval”)KGCC.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at thereon (the “Company Stockholder Meeting Shareholder Approval”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other the Company’s equity securities of the Company interests necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power votes that holders of the outstanding shares of the Company Common Stock are entitled to vote at the Company Stockholder Meeting cast is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at on the Company Stockholder Meeting adoption of this Agreement is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company which is required to adopt this Agreement, to approve this Agreement the Merger and to consummate the other transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of Corporation Common Stock, treating as outstanding the Company shares of Corporation Common Stock entitled to vote at issuable upon conversion of the Company Stockholder Meeting Convertible Preferred Stock, is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company Corporation necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at (the "Required Company Stockholder Meeting Votes") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company capital stock or other equity securities of the Company necessary to approve this Agreement and the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at (the Company Stockholder Meeting "COMPANY STOCKHOLDERS' APPROVAL") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company capital stock or other equity securities of the Company debt instruments necessary to approve adopt this Agreement and approve the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote or consent of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote at cast a majority of all the Company Stockholder Meeting votes entitled to be cast on the matter is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) consent of the holders of any class or series of capital shares of stock or other equity securities of the Company necessary to approve this Agreement the Merger and the other transactions contemplated hereby (including hereby, and such vote has been duly and validly obtained pursuant to the Merger) (the “Company Stockholder Approval”)Written Consents.

Vote Required. The affirmative vote (the “Company Stockholder Approval”) of the holders of shares representing (a) a majority of the voting power shares of Company Common Stock, (b) a majority of the shares of Company Common Stock and Company Preferred Stock and (c) a three-fourths majority of the outstanding shares of Company Preferred Stock, voting together as a single class, each outstanding on the Company Common Stock entitled to vote at applicable record date (the “Required Company Stockholder Meeting Vote”), is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock Company Capital Stock necessary to adopt or other equity securities of the Company to approve this Agreement and approve the transactions contemplated hereby (including Merger and the Merger) (the “Company Stockholder Approval”matters set forth in Section 5.2(a).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote votes cast at the Company Stockholder Stockholders’ Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities Equity Interests of the Company necessary to approve this Agreement and the transactions contemplated hereby (including issuance of the Merger) (the “Company Stockholder Approval”)Purchased Securities.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power two-thirds of the outstanding shares of the Company Common Stock entitled to vote at (the "Company Stockholder Meeting Stockholders Approval") is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company's capital stock or other equity securities of the Company necessary to approve adopt this Agreement and approve the Merger and the consummation of the transactions contemplated hereby (including the Merger) (the “Company Stockholder Approval”)hereby.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote thereon at the Company Stockholder Stockholders Meeting is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company to approve adopt this Agreement and approve the transactions contemplated hereby (including the Merger) Merger (the “Company Requisite Stockholder Approval”).

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power of the outstanding shares of the Company Common Stock entitled to vote hereon and duly present in person or by proxy at the Company Stockholder Meeting a meeting duly called to vote hereon is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of the Company's capital stock or other equity securities of the Company necessary to approve this Agreement Agreement, the Registration Rights Agreement, the Reorganization Documents, the Amended Company Declaration, the Buyer Reorganization Agreement, and the transactions contemplated hereby (including and thereby, including, without limitation, the Merger) (Reorganization and the “Company Stockholder Approval”)Buyer Reorganization.

Vote Required. The affirmative vote of the holders of shares representing a majority of the voting power total number of the outstanding shares of the Company Class A Common Stock entitled to vote at adopt and approve this Agreement (the “Required Company Stockholder Meeting Vote”) is the only vote required (under applicable Law, the Company Charter, the Company By-Laws, or otherwise) of the holders of any class or series of capital stock or other equity securities of the Company Stock necessary to approve adopt this Agreement and approve the transactions contemplated hereby (including hereby. The Required Company Vote was obtained by written consent, dated as of a date not later than the Merger) (the “Company Stockholder Approval”)date hereof.