Additional Common Shares Sample Clauses

Additional Common Shares. The Investor: (i) agrees promptly to notify the Requisitioning Shareholders of any new Common Shares acquired by the Investor after the execution of this Agreement and (ii) acknowledges that any such new Common Shares will be subject to the terms of this Agreement as though owned by the Investor on the date of this Agreement.
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Additional Common Shares. ON CONVERSION IN A NON-QUALIFIED IPO In the event of: (a) an optional conversion pursuant to Section 5.1 in connection with a Non-Qualified IPO; or (b) an automatic conversion pursuant to Section 5.2(b) in connection with a Non-Qualified IPO, that occurs within the first two years after the Original Issuance Date, in addition to the number of Common Shares otherwise issuable to a Series A Holder upon a conversion of Series A Shares, each Series A Holder shall also be entitled in respect of each Series A Share so converted, to receive that number of additional Common Shares, if any, as is determined in accordance with the following formula: X-Y --- Z Where:
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Additional Common Shares. Company shall issue and deliver the number of duly authorized, validly issued, fully paid and non-assessable Additional Common Shares purchased or required to be issued at such Subsequent Closing (x) in uncertificated form by book-entry transfer via the Depository Trust Company's Deposit and Withdrawal at Custodian (or DWAC) system or (y) if DWAC is unavailable, by delivery of one or more certificates as provided in Section 3(e), and shall register such shares in the shareholder register of Company in the name of Xxxxxxxx or as instructed by Xxxxxxxx in writing.
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Additional Common Shares. In addition to the Additional Investment, the Investor acknowledges and agrees that the Corporation shall also have the right to issue and sell (without the engagement of an agent or intermediary) for a period of nine months after the Closing Date, without any further consent from EdgeStone, Common Shares with an aggregate purchase price of up to $10,000,000 at a price per share equal to the fair market value thereof (and for such purpose, the fair market value of the Common Shares shall be determined by the Board of Directors). The purchasers of such Common Shares shall be restricted to: (i) employees, officers and directors of the Corporation or any Subsidiary; (ii) existing shareholders of the Corporation; (iii) distributors or resellers with a business relationship with the Corporation or any Subsidiary; (iv) high net worth individuals (other than institutional investors); and (v) any such other Persons acceptable to EdgeStone and the Corporation.
Sample 1
Additional Common Shares. For the avoidance of doubt, the Corporation, at its option, may register for sale or resale, as applicable, under a Prospectus filed pursuant to this Agreement or otherwise, any number of unissued shares of Common Shares (or any other securities of the Corporation) or any shares of Common Shares (or other securities of the Corporation) owned by any security holder of the Corporation (other than Equinox Gold); provided, that, except as otherwise provided herein, in no event shall the inclusion of such securities in any such Prospectus reduce the amount offered for the account of Equinox Gold in any Underwritten Offering at the request of Equinox Gold pursuant to Section 4.1 hereof.
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Additional Common Shares. If any portion of the principal of the Note remains unpaid on the 180th, 210th, 240th, 270th, 300th, and/or the 330th day following the Closing Date, then on the day following any of such dates, the Company shall issue to each holder of Notes, that number of Common Shares determined by the above formula and a Coverage Percentage, in each instance, of 2.5%. For example, if $1,000,000 of principal remains unpaid on the 180th day following the Closing Date, then on the following day the Purchasers would be issued an additional 25,000 Common Shares ($1,000,000 x 2.5%=25,000).
Sample 1
Additional Common Shares. If any portion of the principal of the Note remains unpaid on the 30th, 60th, 90th, 120th, 160th, 180th, 210th, 240th, 270th, 300th, 330th and/or the 360th day following the Closing Date, then on the day following any of such dates, the Company shall issue to Purchaser, that number of Common Shares determined by the above formula and a Coverage Percentage, in each instance, of 1%. For examples, if $1,000,000 of principal remains unpaid on the 30th day following the Closing Date, then on the following day the Purchaser would be issued an additional 10,000 Common Shares ($1,000,000 x 1%=10,000); if $250,000 of principal remains unpaid on the 30th day following the Closing Date, then on the following day the Purchaser would be issued an additional 2,500 Common Shares ($250,000 x 1% = 2,500).
Sample 1
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Additional Common Shares. As referenced in Recital B. above, the Company intends to file the Amended Registration Statement and cause it to become effective. In the event the Amended Registration Statement is declared effective by the SEC no later than April 2, 2001, and such Amended Registration Statement includes at least that number of shares issuable if the Investor were to convert its entire Note into shares of common stock, the Investor shall purchase by wire transfer and the Company promptly shall issue 80,000 shares of the Company's common stock for a purchase price of $100,000. The same representations, warranties and covenants of the Investor set forth in Section 1 of this Agreement shall apply with equal force to this Section. In the event all of the conditions cited are not met, the Investor shall have no obligation to purchase such shares of the Company's common stock.
Sample 1
Additional Common Shares. If, between the date of this Agreement and Closing, Knight II Parent makes a cash capital contribution to Knight II, and delivers a written certificate of a duly authorized representative to such effect to the Company along with such other evidence of such contribution reasonably requested by the Company at least 10 days prior to the Closing, then the number of Common Shares issuable to Knight II Parent pursuant to Section 1.1 for the Contribution of its interests in Knight II to the Company shall be increased by one (1) Common Share for each three (3) dollars of capital so contributed (with any factional Common Shares rounded to the nearest whole number and with .5 being rounded up to the nearest whole number); provided, however, that to the extent any of the proceeds of such capital contribution is used prior to Closing, such capital contribution shall be used as provided in Section 5.1(c) and provided, further, that no more than 19,290,000 Common Shares shall be issued to Knight II pursuant to this Section 1.5.
Sample 1

Related to Additional Common Shares

  • Additional Shares The Company hereby grants to the Underwriters an option (the “Over-allotment Option”) to purchase up to an additional [●]3 Ordinary Shares (the “Additional Shares”), in each case solely for the purpose of covering over-allotments of such securities, if any. The Over-allotment Option is, at the Underwriters’ sole discretion, for Additional Shares.

  • Common Shares 4 Company...................................................................................... 4

  • Parent Common Stock At and after the Effective Time, each share of Parent Common Stock issued and outstanding immediately prior to the Effective Time shall remain an issued and outstanding share of common stock of the Surviving Corporation and shall not be affected by the Merger.

  • Ordinary Shares The Ordinary Shares included in the Units have been duly authorized and, when issued and delivered against payment for the Offered Securities by the Underwriters pursuant to this Agreement and registered in the Company’s register of members, will be validly issued, fully paid and non-assessable. The holders of such Ordinary Shares are not and will not be subject to personal liability by reason of being such holders; such Ordinary Shares are not and will not be subject to any preemptive or other similar contractual rights granted by the Company.

  • Consideration Shares All Consideration Shares will, when issued in accordance with the terms of the Arrangement, be duly authorized, validly issued, fully paid and non-assessable Purchaser Shares.

  • Additional Shares or Options The Company hereby agrees that until the consummation of a Business Combination, it shall not issue any shares of Common Stock or any options or other securities convertible into Common Stock, or any preferred shares or other securities of the Company which participate in any manner in the Trust Account or which vote as a class with the Common Stock on a Business Combination.

  • Issuance of Additional Shares of Common Stock (i) In the event the Issuer shall at any time following the Original Issue Date issue any Additional Shares of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Warrant Price then in effect or without consideration, then the Warrant Price upon each such issuance shall be adjusted to that price determined by multiplying the Warrant Price then in effect by a fraction: (A) the numerator of which shall be equal to the sum of (x) the number of shares of Outstanding Common Stock immediately prior to the issuance of such Additional Shares of Common Stock plus (y) the number of shares of Common Stock (rounded to the nearest whole share) which the aggregate consideration for the total number of such Additional Shares of Common Stock so issued would purchase at a price per share equal to the Warrant Price then in effect, and (B) the denominator of which shall be equal to the number of shares of Outstanding Common Stock immediately after the issuance of such Additional Shares of Common Stock. (ii) No adjustment of the number of shares of Common Stock for which this Warrant shall be exercisable shall be made under paragraph (i) of Section 4(d) upon the issuance of any Additional Shares of Common Stock which are issued pursuant to the exercise of any Common Stock Equivalents, if any such adjustment shall previously have been made upon the issuance of such Common Stock Equivalents (or upon the issuance of any warrant or other rights therefor) pursuant to Section 4(e).

  • Initial Shares The Shares to be purchased by each Underwriter hereunder, in definitive form, and in such authorized denominations and registered in such names as the Representative may request upon at least forty-eight hours’ prior notice to the Company, shall be delivered by or on behalf of the Company to the Representative, including, at the option of the Representative, through the facilities of The Depository Trust Company (“DTC”) for the account of such Underwriter, against payment by or on behalf of such Underwriter of the purchase price therefor by wire transfer of Federal (same-day) funds to the account specified to the Representative by the Company upon at least forty-eight hours’ prior notice. The Company will cause the certificates representing the Initial Shares to be made available for checking and packaging at least twenty-four hours prior to the Closing Time (as defined below) with respect thereto at the office of the Representative, 0000 00xx Xxxxxx Xxxxx, Xxxxxxxxx, Xxxxxxxx 00000, or at the office of DTC or its designated custodian, as the case may be (the “Designated Office”). The time and date of such delivery and payment shall be 9:30 a.m., New York City time, on the third (fourth, if pricing occurs after 4:30 p.m., New York City time) business day after the date hereof (unless another time and date shall be agreed to by the Representative and the Company). The time at which such payment and delivery are actually made is hereinafter sometimes called the “Closing Time” and the date of delivery of both Initial Shares and Option Shares is hereinafter sometimes called the “Date of Delivery.”

  • Parent Shares All outstanding Parent Shares, and all Parent Shares, which may be issued pursuant to this Agreement shall when issued in accordance with this Agreement be, duly authorized, validly issued, fully paid and nonassessable and not subject to preemptive rights.

  • Merger Sub Common Stock At the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be automatically converted into one fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation.

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