Examples of XCel Shares in a sentence
Nothing in this Agreement constitutes an obligation of the Company to issue any XCel Shares and the Holder acknowledges and agrees that the determination of issuance of any XCel Shares shall be made in accordance with the Purchase Agreement, the Employment Agreement or other agreement with the Company.
XCel shall use commercially reasonable efforts to cause such registration statement to become effective within sixty (60) days from the expiration of the Initial Period or such later date as may be requested by the holders of such XCel Shares.
All expenses in connection with the preparation of such registration statement (other than the expenses of counsel for the holder of the applicable XCel Shares) shall be borne by XCel.
Upon expiration of the Initial Period (as defined in the Lock Up Agreement), XCel agrees to file with the SEC a registration statement under the Securities Act, and make any filings with state securities agencies reasonably requested of it, with respect to the Initial Shares issued or to be issued under this Agreement, including the total number of XCel Shares issuable pursuant to the Promissory Notes.
All parties hereto acknowledge and agree that the Proxy Holder shall, and the Holder hereby irrevocably consents to, vote all XCel Shares owned by them in favor of matters recommended or approved by the Board of Directors of the Company, or, if such matters are neither recommended nor approved by the Board of Directors of the Company, then at the direction of the Board of Directors of the Company, in respect of all matters for which stockholder approval is sought or required.
Persons who consider their usual place of residence elsewhere but are found staying with the sample household at the time of enumeration, are not considered as members of the household.
Any annuity option that provides for periodic distributions that begin no later than the Applicable Designation Date and do not extend beyond the remaining lifetime or Life Expectancy of the Measuring Designated Beneficiary, in accordance with 2001 Prop.
All expenses in connection with the preparation of such registration statement (other than the expenses of counsel for the holder of the applicable XCel Shares and selling discounts and commissions, brokerage fees relating to the sale of Registrable Securities by the holders thereof) shall be borne by XCel.
In the event that any Seller Group is issued ten percent (10%) or more of the then-outstanding XCel Shares, and such Seller Group has greater voting and/or transfer rights with respect to such XCel Shares than those provided to the Holders under this Agreement, then the terms of this Agreement shall be automatically amended, without the need of any further action, so that the Holders are provided with such greater voting and/or transfer rights.
The Holder hereby appoints Xxxxxx X’Xxxxx, or in the event that Xxxxxx X’Xxxxx is not the Chief Executive Officer of the Company, such person as the Board of Directors of the Company may appoint after the date of this Agreement (the “Proxy Holder”) its proxy and attorney-in-fact, with full power of substitution and resubstitution, to vote or act by written consent during the term of this Agreement with respect to the XCel Shares.