Common use of Actions to be Taken Clause in Contracts

Actions to be Taken. In the event that (i) the holders of a majority of the shares of Common Stock then issued or issuable upon conversion of the shares of Series B Preferred Stock (the “Selling Investors”); (ii) the Board; and (iii) the holders of a majority of the then outstanding shares of Common Stock and Preferred Stock, voting as a single class, each of (i) and (iii) voting as a separate class (collectively, (i)-(iii) are the “Electing Holders”) approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, each Stockholder and the Company hereby agree:

Appears in 3 contracts

Samples: Voting Agreement (MedicaMetrix, Inc/De), Voting Agreement (MedicaMetrix, Inc/De), Voting Agreement (MedicaMetrix, Inc/De)

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Actions to be Taken. In the event that (ia) the holders of a majority of the shares of Preferred Stock, voting together as a single class on an as-converted to Common Stock then issued or issuable upon conversion of the shares of Series B Preferred Stock basis (collectively, the “Selling Investors”); , (iib) the Board; , and (iiic) if the Sale of the Company is a SPAC Transaction that is not a Qualified SPAC Transaction (as defined in the Restated Certificate), the holders of a majority at least two-thirds (2/3rds) of the then outstanding shares of Common Stock and Series C Preferred Stock, voting separately as a single class, each of (i) and (iii) voting as a separate class (collectively, (i)-(iii) are the “Electing Holders”) approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, then each Stockholder and the Company hereby agree:

Appears in 2 contracts

Samples: Adoption Agreement (Caribou Biosciences, Inc.), Adoption Agreement (Caribou Biosciences, Inc.)

Actions to be Taken. In the event that (i) the holders of at least a majority of the shares of Common Stock that is then outstanding (other than shares of Common Stock issued or upon the exercise of options) and the shares of Common Stock then issuable upon conversion of the outstanding shares of Series A Preferred Stock, Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series B Preferred Stock Stock, voting together as a single class on an as-converted basis (the “Selling Investors”); and (ii) the Board; and (iii) the holders Board of a majority of the then outstanding shares of Common Stock and Preferred Stock, voting as a single class, each of (i) and (iii) voting as a separate class (collectively, (i)-(iii) are the “Electing Holders”) Directors approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject and any consent in relation to satisfaction of each such Sale of the conditions set forth Company required under the protective provisions contained in Subsection Sections 3.2 and 3.3 belowof the Restated Certificate has been obtained, then each Stockholder and the Company hereby agree:

Appears in 2 contracts

Samples: Voting Agreement (Mode Mobile, Inc.), Voting Agreement (Mode Mobile, Inc.)

Actions to be Taken. In the event that (i) the holders of at least a majority of the shares of Common Stock then issued or issuable upon conversion of the shares of Series B Preferred Stock (the “Selling Investors”); and (ii) the Board; and (iii) the holders of a majority of the then outstanding shares of Common Stock and (other than those issued or issuable upon conversion of the shares of Preferred Stock) held by Key Holders (collectively, voting as a single class, each of (i) and (iii) voting as a separate class (collectively, (i)-(iiiii) are the “Electing Holders”) approve a Sale of the Company (which approval of the Electing Holders must be in writing), specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection Section 3.3 below, each Stockholder and the Company hereby agree:

Appears in 2 contracts

Samples: Adoption Agreement (Facible BioDiagnostics, Inc.), Adoption Agreement (Facible BioDiagnostics, Inc.)

Actions to be Taken. In the event that (i) the holders of a majority of the outstanding shares of Common Stock then issued or issuable upon conversion of the shares of Series B Preferred Stock (the “Selling Investors”); and (ii) the Board; and (iii) the holders of a majority of the then outstanding shares of Common Stock and (other than those issued or issuable upon conversion of the shares of Preferred Stock) held by Key Holders who are then providing services to the Company as officers, voting as a single class, each of (i) and (iii) employees or consultants voting as a separate class (collectively, (i)-(iiii)-(ii) are the “Electing Holders”) approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, each Stockholder and the Company hereby agree:

Appears in 1 contract

Samples: Voting Agreement (6d Bytes Inc.)

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Actions to be Taken. In the event that (i) the holders of a majority at least 50% of the shares of Common Stock then issued or issuable upon conversion of the shares of Series B C Preferred Stock (the “Selling Investors”); (ii) the BoardBoard of Directors; and (iii) the holders of a majority of the then outstanding shares of Common Stock and (other than those issued or issuable upon conversion of the shares of Series C Preferred Stock, voting as a single class, each of (i) ); and (iiiiv) voting as a separate class RTW (collectively, (i)-(iii) are the “Electing Holders”) approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, then each Stockholder and the Company hereby agree:

Appears in 1 contract

Samples: Voting Agreement (Constellation Alpha Capital Corp.)

Actions to be Taken. In the event that (i) the holders of a majority at least [specify percentage] of the shares of Common Stock then issued or issuable upon conversion of the shares of Series B A Preferred Stock (the “Selling Investors”); [(ii) the Board; ii)the Board of Directors;]12 and [(iii) the holders of a majority of the then outstanding shares of Common Stock and (other than those issued or issuable upon conversion of the shares of Series A Preferred Stock, voting as a single class, each of (i) and (iii) voting as a separate class )] (collectively, (i)-(iii) are the “Electing Holders”) approve a Sale of the Company in writing, specifying that this Section 3 shall apply to such transaction, then, subject to satisfaction of each of the conditions set forth in Subsection 3.3 below, then each Stockholder and the Company hereby agree:agree:‌

Appears in 1 contract

Samples: Voting Agreement

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