Examples of Stratus Common Stock in a sentence
From and after the six-month anniversary of the Closing Date until the one-year anniversary of the Closing Date, Xxxxxxx'x Transfers of Stratus Common Stock under this Investor Rights Agreement shall be limited to Transfers (i) in periodic sales under a Registration Statement, and (ii) made in compliance with Rule 144 of the Securities Act.
Promptly upon receipt of a written request from Stratus, if Xxxxxxx and its Affiliates cease to Beneficially Own at least 5.0% of the issued and outstanding shares of Stratus Common Stock, then Xxxxxxx shall use its commercially reasonable efforts to cause the Designated Director to resign as a member of the Board and all committees thereof.
No certificates or scrip representing fractional shares of Stratus Common Stock shall be issued and any fractions shall be rounded up or down to the nearest whole share.
In the event that Xxxxxxx and its Affiliates are the Beneficial Owners of less than 5.0% of the issued and outstanding shares of Stratus Common Stock, Xxxxxxx shall have no right to designate any directors to the Board.
Any Transfer or attempted Transfer of shares of Stratus Common Stock in violation of this Section 3.5 shall, to the fullest extent permitted by law, be null and void ab initio, and Stratus shall not, and shall instruct its transfer agent and other third parties not to, record or recognize any such purported transaction on the share register of Stratus.
From and after the one-year anniversary of the Closing Date, Xxxxxxx may Transfer shares of Stratus Common Stock in any way permitted by applicable law.
For so long as Xxxxxxx and its Affiliates are the Beneficial Owners of at least 5.0% of the issued and outstanding shares of Stratus Common Stock, then Xxxxxxx shall have the right to designate one Designated Director.
Except as otherwise permitted in this Agreement, during the period beginning on the date hereof and ending on the six-month anniversary of the Closing Date, Xxxxxxx will not, and shall cause its Affiliates not to, transfer, sell, assign, pledge or otherwise dispose, directly or indirectly (“Transfer”), of any shares of Stratus Common Stock acquired pursuant to the Stock Purchase Agreement.
All share numbers with respect to the Stratus Common Stock including the Merger Consideration are before giving effect to such reverse split.
Neither Ascend nor Stratus, nor any of their respective directors, officers, employees or agents, shall be liable to any holder of shares of Stratus Common Stock or Ascend Common Stock, as the case may be, for such shares (or dividends or distributions with respect thereto) delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.