Voting; Disposition Clause Samples

The "Voting; Disposition" clause defines the procedures and requirements for how decisions are made and actions are taken regarding the management or disposition of certain assets or interests, typically within a partnership, corporation, or joint venture. It outlines who has the right to vote, the voting thresholds needed for approval, and the process for determining the outcome of votes related to the sale, transfer, or other disposition of property or interests. This clause ensures that all parties understand how major decisions are made and helps prevent disputes by providing a clear framework for collective decision-making.
Voting; Disposition. Until retransferred to Buyer or its Affiliate in accordance with the provisions of this Section 11, the Indemnification Shares shall be held of record by Seller for all purposes (including federal income tax purposes), and Seller shall have full right to vote the Indemnification Shares on all matters coming before the stockholders of Buyer. No interest in the Indemnification Shares may be sold or transferred to any Third Party prior to any distribution of the Indemnification Shares pursuant to Section 11.6.2(e)
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Voting; Disposition. 44 11.6.4 Merger or Recapitalization..................................... 44 11.6.5
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Voting; Disposition. Until retransferred to ShopNow or transferred to an Indemnified Party in accordance with the provisions of this Article VIII, the Indemnification Shares shall be held of record by the Stockholders for all purposes (including federal income tax purposes), and the Stockholders shall have full right to vote the Indemnification Shares on all matters coming before the shareholders of ShopNow. Except for transfers to ShopNow or an Indemnified Party in accordance with the provisions of this Article VIII, no interest in the Indemnification Shares may be sold or transferred to any third party prior to any distribution of the Indemnification Shares pursuant to Section 8.5.2(b) or (c).
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Voting; Disposition. The Holdback Shares shall be held of record by the holders thereof, who shall have the full right to vote the Holdback Shares on all matters coming before the
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Voting; Disposition. The Holdback Shares shall be held of record by the Principal Stockholders and the Management Stockholders, who shall have the right to vote the Holdback Shares on all matters coming before the stockholders of Monarch. If any Principal Stockholder or Management Stockholder transfers Holdback Shares prior to the Holdback Termination Date, such Principal Stockholder or Management Stockholder shall promptly deposit with the Escrow Agent an amount of cash equal to $15.25 for each Holdback Share so transferred, and as a condition to such transfer, the Escrow Agent shall require a written agreement from the Principal Stockholder or Management Stockholder, reasonably satisfactory to Monarch, depositing such cash proceeds with the Escrow Agent.
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Voting; Disposition. 71 10.6.5 Merger or Recapitalization . . . . . . . . . . . . . 71 10.6.6
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Voting; Disposition. Until transferred to Purchaser or to an Indemnified Party in accordance with the provisions of this Article 6, the Indemnification Shares shall be held of record by the Voting Shareholders for all purposes (including federal income tax purposes), and the Voting Shareholders shall have full right to vote the Indemnification Shares on all matters coming before the stockholders of Purchaser. No interest in the Indemnification Shares may be sold or transferred to any third party prior to any distribution of the Indemnification Shares as Holdback Funds pursuant to Section 6.7.3(b) or (c).
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Voting; Disposition. The Holdback Shares shall be held of record by the Shareholders, who shall have full right to vote the Holdback Shares on all matters coming before the stockholders of Sierra. Each Shareholder hereby agrees not to sell or transfer to any third party any interest in the Holdback Shares prior to any distribution of the Holdback Shares to such Shareholder pursuant to paragraph 8.6.2 of this Agreement.
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Voting; Disposition. Until retransferred to Egghead or transferred to an Indemnified Party in accordance with the provisions of this Article X, the Holdback Shares shall be held of record by the Shareholders for all purposes (including federal income tax purposes), and the Shareholders shall have full right to vote the Holdback Shares on all matters coming before the shareholders of Egghead. No interest in the Holdback Shares may be sold or transferred to any Third Party prior to any distribution of the Holdback Shares pursuant to Section 10.6.2(b) or (c).
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Related to Voting; Disposition

  • Disqualifying Disposition If the Participant disposes of Shares acquired upon exercise of this option within two years from the Grant Date or one year after such Shares were acquired pursuant to exercise of this option, the Participant shall notify the Company in writing of such disposition.

  • Notice of Disqualifying Disposition If the Option is an Incentive Stock Option, I agree that I will promptly notify the Chief Financial Officer of the Company if I transfer any of the Shares within one (1) year from the date I exercise all or part of the Option or within two (2) years of the Date of Option Grant.

  • Notice of Disqualifying Disposition of ISO Shares If the Option granted to Optionee herein is an ISO, and if Optionee sells or otherwise disposes of any of the Shares acquired pursuant to the ISO on or before the later of (1) the date two years after the Date of Grant, or (2) the date one year after the date of exercise, the Optionee shall immediately notify the Company in writing of such disposition. Optionee agrees that Optionee may be subject to income tax withholding by the Company on the compensation income recognized by the Optionee.

  • Data Disposition When the contracted work has been completed or when the Data is no longer needed, except as noted above in Section 5.b, Data shall be returned to DSHS or destroyed. Media on which Data may be stored and associated acceptable methods of destruction are as follows: Data stored on: Will be destroyed by:

  • MERGER, CONSOLIDATION OR DISPOSITION OF ASSETS In case the Company shall reorganize its capital, reclassify its capital stock, consolidate or merge with or into another corporation (where the Company is not the surviving corporation or where there is a change in or distribution with respect to the Common Stock of the Company), or sell, transfer or otherwise dispose of all or substantially all its property, assets or business to another corporation and, pursuant to the terms of such reorganization, reclassification, merger, consolidation or disposition of assets, shares of common stock of the successor or acquiring corporation, or any cash, shares of stock or other securities or property of any nature whatsoever (including warrants or other subscription or purchase rights) in addition to or in lieu of common stock of the successor or acquiring corporation ("Other Property"), are to be received by or distributed to the holders of Common Stock of the Company, then Holder shall have the right thereafter to receive, upon exercise of this Warrant, the number of shares of common stock of the successor or acquiring corporation or of the Company, if it is the surviving corporation, and Other Property receivable upon or as a result of such reorganization, reclassification, merger, consolidation or disposition of assets by a holder of the number of shares of Common Stock for which this Warrant is exercisable immediately prior to such event. In case of any such reorganization, reclassification, merger, consolidation or disposition of assets, the successor or acquiring corporation (if other than the Company) shall expressly assume the due and punctual observance and performance of each and every covenant and condition of this Warrant to be performed and observed by the Company and all the obligations and liabilities hereunder, subject to such modifications as may be deemed appropriate (as determined in good faith by resolution of the Board of Directors of the Company) in order to provide for adjustments of shares of Common Stock for which this Warrant is exercisable which shall be as nearly equivalent as practicable to the adjustments provided for in this Section 11. For purposes of this Section 11, "common stock of the successor or acquiring corporation" shall include stock of such corporation of any class which is not preferred as to dividends or assets over any other class of stock of such corporation and which is not subject to redemption and shall also include any evidences of indebtedness, shares of stock or other securities which are convertible into or exchangeable for any such stock, either immediately or upon the arrival of a specified date or the happening of a specified event and any warrants or other rights to subscribe for or purchase any such stock. The foregoing provisions of this Section 11 shall similarly apply to successive reorganizations, reclassifications, mergers, consolidations or disposition of assets.