Authorization and Issuance of Securities. The issuance of the Securities has been duly authorized and, upon delivery to LUK of certificates therefor against payment in accordance with the terms hereof, the Securities will have been validly issued and fully paid and non-assessable, free and clear of all pledges, liens, encumbrances and preemptive rights.
Authorization and Issuance of Securities. (a) The Company has authorized the issuance and sale of up to 800 Units (the “Units”) each consisting of a US$100,000 principal amount Guaranteed Senior Floating Rate Note due 2010 (the “Notes”) and one warrant (a “Warrant”) representing the right to purchase a certain number of the Company’s ordinary shares, par value US$ 0.125 per share (the “Ordinary Shares”), as calculated in the Warrant Agreement (as defined below).
Authorization and Issuance of Securities. 3.1 Subject to the terms and conditions hereof, in consideration of the Services heretofore provided and to be provided hereunder pursuant to Section 1, Accretive agrees to authorize and issue to Xxxxxxx Xxxxxxxxx a warrant (the “Service Warrant”), substantially in the form of Exhibit 1 hereto, in each case to purchase 416,667 shares of Common Stock (the “Service Warrant Shares”), at a price per share of $ 1.12 (the “Service Warrant Exercise Price”). The Service Warrants shall expire on the earlier of (i) January 15, 2015 or (ii) the consummation of a Change of Control (the “Expiration Date”).
Authorization and Issuance of Securities. (a) The Company has authorized (i) the issuance and sale of up to US$40,000,000 in principal amount of its 5.0% Guaranteed Senior Notes due 2014 (the “Initial Notes”) (ii) the grant by the Company to the Purchaser of the option to purchase up to US$10,000,000 in principal amount of its 5.0% Guaranteed Senior Notes due 2014 (the “Option Notes,” and together with the Initial Notes, the “Notes”) and (iii) the issuance of warrants (each, a “Warrant”) representing the right to purchase 2,900,000 shares of the Company’s common stock, par value $.0001 (the “Common Stock”) pursuant to the Warrant Agreement (as defined below). For the purposes of this Agreement, the “Principal Amount” shall be the greater of (i) US$40,000,000 and (ii) the actual aggregate principal amount of Notes issued on the date which is 30 calendar days following the Closing Date.
Authorization and Issuance of Securities. (a) The Company has authorized the issuance and sale to the Purchaser of the Shares and the Warrants.
Authorization and Issuance of Securities. On the Closing Date, the Lessor authorized the issuance and sale of $250,000,000 aggregate principal amount of the Securities. The Securities were issued pursuant to, are entitled to the benefits of, and are governed by, the Indenture and secured by a first priority security interest in the Equipment pursuant to the Security Documents.
Authorization and Issuance of Securities. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized the issuance to Holder of the New Securities. The New Securities shall have the rights, preferences, privileges and restrictions set forth in the Restated Certificate.
Authorization and Issuance of Securities. Section 1(a) and 1(b) of the Purchase Agreement are amended and restated in their entirety as follows:
Authorization and Issuance of Securities. The issuance of the ---------------------------------------- Series 1997-A Preferred Stock has been duly authorized and, upon delivery to Purchaser of certificate(s) therefor against payment in accordance with the terms hereof, the Series 1997-A Preferred Stock will have been validly issued and fully paid and non-assessable, free and clear of all liens and encumbrances created by or through the Company and all preemptive rights.
Authorization and Issuance of Securities. The issuance of ---------------------------------------- the Series 1997 Preferred Stock has been duly authorized and, upon delivery to Purchaser of certificates therefor against payment in accordance with the terms hereof, the Series 1997 Preferred Stock will have been validly issued and fully paid and non-assessable, free and clear of all liens and encumbrances created by or through the Company and all preemptive rights. The issuance of the shares of Common Stock issuable upon the exercise by Purchaser of the conversion rights set forth in paragraph (f) of the Certificate of Designations (the "Conversion ---------- Rights") has been duly authorized and, when issued upon exercise of the ------ Conversion Rights and surrender of the shares of Series 1997 Preferred Stock so converted, such shares of Common Stock will have been validly issued and fully paid and non-assessable, free and clear of all liens and encumbrances created by or through the Company and all preemptive rights. As of the Closing Date, a sufficient number of shares of Common Stock have been duly reserved for issuance upon the exercise of the Conversion Rights.
