Requisite Stockholder Approval definition

Requisite Stockholder Approval means the affirmative vote of the holders of a majority of that company’s issued and outstanding shares entitled to vote on the Merger actually voting in favor of this Agreement and the Merger.

Requisite Stockholder Approval shall have the meaning set forth in Section 4.20.

Requisite Stockholder Approval means the stockholder approval contemplated by the Nasdaq listing rules with respect to the issuance of shares of Common Stock upon conversion of the Convertible Preferred Stock in excess of the limitations imposed by such rule; provided, however, that the Requisite Stockholder Approval will be deemed to be obtained if, due to any amendment or binding change in the interpretation of the applicable listing standards of The Nasdaq Stock Market, such stockholder approval is no longer required for the Company to settle all conversions of the Convertible Preferred Stock in shares of Common Stock without regard to Section 10(h).

Examples of Requisite Stockholder Approval in a sentence

• Without the prior written consent of Buyer (which consent will not be unreasonably withheld, conditioned or delayed, unless there has been a Seller Board Recommendation Change in accordance with Section 5.8), obtaining the Requisite Stockholder Approval and adjournment shall be the only matters (other than procedural matters) which Seller shall propose to be acted on by the stockholders of Seller at the Seller Stockholder Meeting.

• Seller possesses all requisite power and authority necessary to carry out the Contemplated Transactions, subject only to the Requisite Stockholder Approval.

• Seller’s execution, delivery and performance of this Agreement and all other Transaction Agreements to which Seller is a party have been duly authorized by Seller, subject only to the Requisite Stockholder Approval.

• Subject to Section 5.8, and unless there has been a Seller Board Recommendation Change in compliance with Section 5.8, Seller will use its reasonable best efforts to solicit proxies to obtain the Requisite Stockholder Approval.

• The Company shall have received the Requisite Stockholder Approval at the Company Stockholder Meeting.

More Definitions of Requisite Stockholder Approval

Requisite Stockholder Approval has the meaning set forth in Section 3.3.

Requisite Stockholder Approval means the affirmative vote of a majority of the votes cast at a regular or special meeting of the stockholders of the Corporation (at which a quorum is present), in accordance with the NASDAQ Listing Rule 5635(d) for the approval of the conversion and the voting of Excess Conversion Shares in accordance with this Certificate.

Requisite Stockholder Approval means the stockholder approval contemplated by NASDAQ listing rule 5635 (or its successor) with respect to the issuance of shares of Common Stock upon conversion of the Series A Preferred Stock in excess of the limitations imposed by such rule.

Requisite Stockholder Approval means the approval by the holders of Common Stock of the Company for the issuance of shares of Common Stock in excess of the Share Cap in accordance with the rules of The Nasdaq Stock Market LLC.

Requisite Stockholder Approval means the approval of this Agreement and the Transactions by (i) the stockholders of Seller who hold at least a majority of the voting power of the outstanding shares of capital stock, voting together as a single class, (ii) a majority of the voting power of the Common Stock, voting together as a single class and (iii) a majority of the voting power of the Preferred Stock, voting as a single class.

Requisite Stockholder Approval means the approval of the Stockholder Proposal by the stockholders of the Company in accordance with applicable laws and the Company's Certificate of Incorporation.

Requisite Stockholder Approval means the stockholder approval contemplated by Nasdaq Listing Standard Rule 5635(d) with respect to the issuance of shares of Common Stock upon conversion of this Note in excess of the limitations imposed by such rule; provided, however, that the Requisite Stockholder Approval will be deemed to be obtained if, due to any amendment or binding change in the interpretation of the applicable listing standards of The Nasdaq Capital Market, such stockholder approval is no longer required for the Company to settle all conversions of this Note by delivering shares of Common Stock without limitation pursuant to Section 8(K)(ii).