Stockholder Approval Contract Clauses (744)

Stockholder Approval. The Plan will be subject to approval by the stockholders of the Company within twelve (12) months after the date the Plan is adopted by the Board. Such stockholder approval will be obtained in the manner and to the degree required under Applicable Laws. -19- EX-10.6 2 d597508dex106.htm EX-10.6 EX-10.6 Exhibit 10.6 INOGEN, INC. 2014 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Plan are: • to attract and retain the best available personnel for positions of substantial respon...sibility, • to provide additional incentive to Employees, Directors and Consultants, and • to promote the success of the Company's business. The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Restricted Stock, Restricted Stock Units, Stock Appreciation Rights, Performance Units and Performance Shares. View More

Stockholder Approval. The Plan will be subject to approval by the stockholders of the Company within twelve (12) months after the date the Plan is adopted by the Board. Such stockholder approval will be obtained in the manner and to the degree required under Applicable Laws. In the event that stockholder approval is not obtained within twelve (12) months after the date the Plan is adopted by the Board, the Plan and all Awards granted hereunder shall be void ab initio and of no effect. Notwithstanding any other provis...ions of the Plan, no Awards shall be exercisable until the date of such stockholder approval. View More

Stockholder Approval. If the Option Shares covered by this Agreement exceed, as of the Grant Date, the number of shares of Common Stock which may be issued under the Plan as last approved by the stockholders, then this option shall be void with respect to such excess shares, unless stockholder approval of an amendment sufficiently increasing the number of shares of Common Stock issuable under the Plan is obtained in accordance with the provisions of the Plan.

Stockholder Approval. The Plan will be subject to approval by the stockholders of the Company within twelve (12) months after the date the Plan is adopted by the Board. Such stockholder approval will be obtained in the manner and to the degree required under Applicable Laws. -13 EX-10.4 2 tsla-ex104_260.htm EX-10.4 tsla-ex104_260.htm Exhibit 10.4 TESLA, INC. 2010 EQUITY INCENTIVE PLAN (as amended and restated effective June 12, 2012) (as further amended and restated effective April 10, 2014) (as further amended and r...estated effective March 3, 2015) (as further amended and restated effective February 1, 2017) (as further amended and restated effective July 13, 2017) 1.Purposes of the Plan. The purposes of this Plan are: • to attract and retain the best available personnel to ensure the Company's success and accomplish the Company's goals, • to incentivize Employees, Directors and Consultants with long-term equity- based compensation to align their interests with the Company's stockholders, and • to promote the success of the Company's business. The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Restricted Stock, Restricted Stock Units, Stock Appreciation Rights, Performance Units and Performance Shares. View More

Stockholder Approval. The Plan will be subject to approval by the stockholders of the Company within twelve (12) months after the date the Plan is adopted by the Board. Such stockholder approval will be obtained in the manner and to the degree required under Applicable Laws. -22- EX-10.1 2 exhibit10-1.htm QUANTUM CORPORATION 2012 LONG-TERM INCENTIVE PLAN EXHIBIT 10.1 QUANTUM CORPORATION 2012 LONG-TERM INCENTIVE PLAN (September 9, 2014 Amendment and Restatement) 1. Background and Purposes of the Plan. This amended and... restated Plan is effective as of September 9, 2014, subject to approval by an affirmative vote of the holders of a majority of Shares that are present in person or by proxy and entitled to vote at the 2014 Annual Meeting of Stockholders of the Company. The Plan was formerly known as the 1993 Long-Term Incentive Plan. The purposes of this Plan are: to attract and retain the best available Employees, Directors and Consultants for positions of substantial responsibility, to provide incentive to Employees, Directors and Consultants, and to promote the success of the Company's business. The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Restricted Stock, Restricted Stock Units, Stock Appreciation Rights, Performance Units and Performance Shares. View More

Stockholder Approval. Stockholder, solely in their capacity as a stockholder of the Company and not in any other capacity, hereby agrees that, during the Agreement Period (as defined below), Proxyholder (as defined below) shall exercise all of the voting rights attached to the Company Capital Stock held beneficially or of record by the Stockholder (including any shares of Company Capital Stock that are issued upon the exercise of any options held by the Stockholder during the Agreement Period), which shares are set f...orth on Schedule 1 attached hereto (together with any shares issued upon the exercise of any options held by the Stockholder during the Agreement Period, the "Subject Shares") (including the execution and delivery on behalf of such Stockholder of all instruments and documents to be executed by such Stockholder in its capacity as a voting stockholder): (a)(i) in favor of adoption and approval of the Merger Agreement and approval of the Contemplated Transactions and (ii) in favor of the termination of all Investor Agreements, and (b) against any of the following actions or proposals (other than the transactions contemplated by the Merger Agreement and the Contemplated Transactions, including but not limited to the actions authorized by the Required Company Stockholder Vote): (i) any change in the present capitalization of the Company or any amendment of the Organizational Documents of the Company, including any redemption of any equity securities in the Company (other than any redemption of equity securities in the Company held by the Company's equityholders contemplated by the existing Organizational Documents of the Company); (ii) any change in the corporate structure or business of the Company; or (iii) any other action or proposal involving the Company or any of its Subsidiaries that is intended, or would reasonably be expected, to prevent, impede, interfere with, delay, postpone or adversely affect in any material respect the transactions contemplated by the Merger Agreement or would reasonably be expected to result in any of the conditions to the Company obligations under the Merger Agreement not being fulfilled prior to the termination of the Merger Agreement. Without limiting the foregoing, as promptly as practicable, and in no event later than 11:59 p.m. New York time on the day that is three Business Days after the Registration Statement is declared effective under the Securities Act, the Stockholder shall execute and deliver, or cause to be executed and delivered, to each of the Company and Parent, the written consent attached hereto as Exhibit A, which written consent shall adopt and approve the Merger Agreement and the Merger, and such consent shall not be amended, rescinded or modified. 1 2. Dissenters' Rights. The Stockholder hereby irrevocably and unconditionally waives (and shall cause each of its Affiliates, if ever a holder of Subject Shares or other capital stock of the Company, to irrevocably and unconditionally waive) any dissenters' rights, appraisal rights or similar rights that the Stockholder may have arising out of the consummation of the Merger and the Contemplated Transactions, whether arising out of applicable Law, contract or otherwise, and the Stockholder hereby withdraws any and all objections or any other actions with respect to the Merger Agreement and Contemplated Transactions and/or demands for appraisal, if any, with respect to any shares of capital stock of the Company owned or hereinafter acquired by the Stockholder. View More

Stockholder Approval. The Plan will be subject to approval by the stockholders of the Company within twelve (12) months after the date the Plan is adopted by the Board. Such stockholder approval will be obtained in the manner and to the degree required under Applicable Laws. -19- EX-10.3 8 d648720dex103.htm EX-10.3 EX-10.3 Exhibit 10.3 AEROHIVE NETWORKS, INC. 2014 EQUITY INCENTIVE PLAN (Effective as of the business day immediately prior to the Registration Date) 1. Purposes of the Plan. The purposes of this Plan are:... • to attract and retain the best available personnel for positions of substantial responsibility, • to provide additional incentive to Employees, Directors and Consultants, and • to promote the success of the Company's business. The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Restricted Stock, Restricted Stock Units, Stock Appreciation Rights, Performance Units and Performance Shares. View More

Stockholder Approval. The Company shall provide each stockholder entitled to vote at a special or annual meeting of stockholders of the Company (the "Stockholder Meeting"), which shall be promptly called and held not later than May 31, 2015 (the "Stockholder Meeting Deadline"), a proxy statement, substantially in a form which shall have 7 been previously reviewed by Kelley Drye & Warren LLP, at the expense of the Company but in any event such expense not to exceed $5,000 without the prior written approval of the Comp...any; soliciting each such stockholder's affirmative vote at the Stockholder Meeting for approval of approval of resolutions ("Stockholder Resolutions") providing for the issuance of all of the Securities (including the Exchange Securities) as described in the Transaction Documents (as amended hereby) in accordance with applicable law and the rules and regulations of the Principal Market (such affirmative approval with respect to the Stockholder Resolutions, the "Stockholder Approval", and the date the Stockholder Approval is obtained, the "Stockholder Approval Date"), and the Company shall use its reasonable best efforts to solicit its stockholders' approval of such resolutions and to cause the Board of Directors of the Company to recommend, to the extent possible consistent with its fiduciary duties under Delaware law, to the stockholders that they approve the Stockholder Resolutions. The Company shall retain a nationally recognized proxy solicitor to assist in obtaining approval of the stockholders of the Company to the Resolution. The Company shall be obligated to seek to obtain the Stockholder Approval by the Stockholder Meeting Deadline. If, despite the Company's reasonable best efforts the Stockholder Approval is not obtained on or prior to the Stockholder Meeting Deadline, the Company shall seek to obtain the Stockholder Approval at each special or annual meeting of stockholders of the Company convened after the Stockholder Meeting (but no less than once in each subsequent twelve (12) month period) (each such meeting, a "Subsequent Stockholder Meeting") until such Stockholder Approval is obtained. In connection therewith, the Company shall provide each stockholder entitled to vote at a Subsequent Stockholder Meeting a proxy statement soliciting the affirmative vote of the Company's stockholders necessary to obtain the Stockholder Approval at such Subsequent Stockholder Meeting, and the Company shall use its reasonable best efforts to solicit and obtain the Stockholder Approval at such Subsequent Stockholder Meeting and to cause the Board of Directors of the Company to recommend, to the extent possible consistent with its fiduciary duties under Delaware law, to the Company's stockholders that they vote to approve the Stockholder Approval proposal at such Subsequent Stockholder Meeting. View More

Stockholder Approval. If Parkway's stockholders fail to approve the adoption of the Plan at the 2016 Annual Meeting of Stockholders, the Plan shall automatically terminate.

Stockholder Approval. The Plan will be subject to approval by the stockholders of the Company within twelve (12) months after the date the Plan is adopted. Such stockholder approval will be obtained in the manner and to the degree required under Applicable Laws. 16 EX-10.42 2 scri_ex10z42.htm SOCIAL REALITY, INC. 2016 EQUITY COMPENSATION PLAN 2016 EQUITY COMPENSATION PLAN Exhibit 10.42 SOCIAL REALITY, INC. 2016 EQUITY COMPENSATION PLAN 1. Purposes of the Plan. The purposes of this Plan are: · to attract and retain th...e best available personnel for positions of substantial responsibility, · to provide additional incentive to Employees, Directors and Consultants, and · to promote the success of the Company's business. The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Restricted Stock, Stock Appreciation Rights, Restricted Stock Units, Performance Units, Performance Shares and Other Stock Based Awards. View More