Common use of Authorization of Preferred Shares Clause in Contracts

Authorization of Preferred Shares. The issuance, sale and delivery of the Preferred Shares has been duly authorized by all requisite corporate action of the Corporation, except for any required approval of the Corporation's stockholders, and the Preferred Shares issued to Buyer in accordance with the terms of the Certificate of Designations, Preferences and Rights of Series B 7% Senior Convertible Preferred Stock (the "Certificate of Designations") set forth on Exhibit A hereto, when issued and delivered in accordance with the terms of this Agreement will be validly issued and outstanding, fully paid and nonassessable, free and clear of any Liens and not subject to preemptive or other similar rights of the stockholders of the Corporation.

Appears in 2 contracts

Samples: Stock Purchase Agreement (RCN Corp /De/), Stock Purchase Agreement (Level 3 Telecom Holdings Inc)

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Authorization of Preferred Shares. The issuance, sale and delivery of the Preferred Shares has been duly authorized by all requisite corporate action of the Corporation, except for any required approval of the Corporation's stockholders, Corporation and the Preferred Shares issued to Buyer in accordance with the terms of the Certificate of Designations, Preferences and Rights of Series B A 7% Senior Convertible Preferred Stock (the "Certificate of Designations") set forth on Exhibit A hereto, when issued and delivered in accordance with the terms of this Agreement will be validly issued and outstanding, fully paid and nonassessable, nonassessable free and clear of any Liens and not subject to preemptive or other similar rights of the stockholders of the Corporation.

Appears in 1 contract

Samples: Stock Purchase Agreement (RCN Corp /De/)

Authorization of Preferred Shares. The issuance, sale and delivery of the Preferred Shares has been duly authorized by all requisite corporate action of the Corporation, except for any required approval of the Corporation's stockholders, Corporation and the Preferred Shares issued to Buyer in accordance with the terms of the Certificate of Designations, Preferences and Rights of Series B A 7% Senior Convertible Preferred Stock (the "Certificate of DesignationsCERTIFICATE OF DESIGNATIONS") set forth on Exhibit A hereto, when issued and delivered in accordance with the terms of this Agreement will be validly issued and outstanding, fully paid and nonassessable, nonassessable free and clear of any Liens and not subject to preemptive or other similar rights of the stockholders of the Corporation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Hicks Thomas O)

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Authorization of Preferred Shares. The issuance, sale and delivery of the Preferred Shares to Buyer has been duly authorized by all requisite corporate action of the Corporation, except for any required approval of the Corporation's stockholders, Corporation and the Preferred Shares issued to Buyer in accordance with the terms of the Certificate of Designations, Preferences and Rights of Series B 7A 7.5% Senior Convertible Preferred Stock (the "Certificate of Designations") set forth on Exhibit A hereto, when issued and delivered in accordance with the terms of this Agreement Agreement, will be validly issued and outstanding, fully paid and nonassessable, free and clear of any Liens and not subject to preemptive or other similar rights of the stockholders of the Corporation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Globix Corp)

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