Common use of Future Dilution Clause in Contracts

Future Dilution. Sellers, B▇▇▇▇▇ and D▇▇▇▇▇▇▇ agree and covenant that from and after the First Tranche Closing Date, Sellers, B▇▇▇▇▇ and D▇▇▇▇▇▇▇ shall cause Sellers not to issue any new shares of common stock or other equity of any Seller ("New Equity") unless: (1) the terms and conditions of such issuance of New Equity is approved unanimously by the Board of Directors of such Seller, or (2) Buyer or its designee is afforded a 90-day option to purchase 19.99% of all such New Equity on the most favorable terms and conditions (including but not limited to price) as such New Equity is then offered to any other person or entity whatsoever.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Acquired Sales Corp), Stock Purchase Agreement (Acquired Sales Corp)

Future Dilution. Sellers, Seller and B▇▇▇▇▇ and D▇▇▇▇▇▇▇ agree and covenant that from and after the First Tranche Closing Date, Sellers, Seller and B▇▇▇▇▇ and D▇▇▇▇▇▇▇ shall cause Sellers Seller not to issue any new shares of common stock or other equity of any Seller ("New Equity") unless: (1) the terms and conditions of such issuance of New Equity is approved unanimously by the Board of Directors of such Seller, or (2) Buyer or its designee is afforded a 90-day option to purchase 19.99% of all such New Equity on the most favorable terms and conditions (including but not limited to price) as such New Equity is then offered to any other person or entity whatsoever.

Appears in 1 contract

Sources: Stock Sale and Purchase Agreement (Acquired Sales Corp)