"In consideration of the significant potential increase that the Investors’ respective investment in the Company may have on the value of the common stock and the Preferred Stock currently owned by you and for other valuable consideration, the sufficiency of which is hereby confirmed, you hereby agree with the Investors as follows: You agree to take all necessary action within your power (including, without limitation, voting your Preferred Stock) to cause the Company to take each of the actions required hereby. You agree to take all necessary action within your power (including, without limitation, voting your Preferred Stock) and to refrain from taking any action within your power to ensure that the Company refrains from taking any of the actions prohibited hereunder. ..."
My goodness. Let me translate that to English...
Translation: "We, the investors who just ponied up $11 million, are trusting people who believe your statements and suggestions about having a commercially viable pyrolysis process. However, we noticed you maintain complete control of the company through the 1,000,000 super-voting preferred shares which you gave yourself. We understand $11 million is enough to exert influence *before* we give you the money so in that respect we're smarter than previous PIPE investors...but we're not smart enough to simply make you cancel those preferred shares as a prerequisite to ensure an equitable vote for the common so we're going to spend the rest of this agreement outlining how we don't want you to continue to abuse investment monies with those preferred and we hope you comply otherwise we may embark on an legal process which may be expensive for us...again, we're doing this because simply making you cancel the preferred shares as a prerequisite would be too simple and straight forward and we're pink sheets investors so that is not an option. |
