Common use of Authorization of Senior Stock Clause in Contracts

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations for the Designated Preferred Stock or the Charter to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer ranking senior to Designated Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the Issuer;

Appears in 34 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement, Securities Purchase Agreement

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Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations for the Designated Preferred Stock or the Charter to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer Corporation ranking senior to Designated Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 20 contracts

Samples: Merger Agreement (First Defiance Financial Corp), Securities Purchase Agreement, Securities Purchase Agreement

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations Designation for the Designated Preferred Stock or the Charter to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer ranking senior to Designated Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the Issuer;

Appears in 8 contracts

Samples: Securities Purchase Agreement, Assignment and Assumption Agreement (Sunshine Bancorp, Inc.), Securities Purchase Agreement (Simmons First National Corp)

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations for the Designated Preferred Stock or the Charter LLC Agreement to authorize or create or increase the authorized amount of, or any issuance of, any shares membership interests of, or any securities convertible into or exchangeable or exercisable for shares membership interests of, any class or series of capital stock membership interests of the Issuer ranking senior to the Designated Preferred Stock with respect to either or both the payment of dividends distributions and/or the distribution of assets on any liquidation, dissolution or winding up of the Issuer;

Appears in 7 contracts

Samples: Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement (Gmac LLC), Limited Liability Company Operating Agreement (Gmac LLC)

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations for the Designated Preferred Stock or the Charter to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer Corporation ranking senior to Designated Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 6 contracts

Samples: Exchange Agreement (Broadway Financial Corp \De\), Exchange Agreement (Citigroup Inc), Exchange Agreement (Citigroup Inc)

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations for the Designated Preferred Stock or the Charter to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock Capital Stock of the Issuer Corporation ranking senior to Designated Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 5 contracts

Samples: Exchange Agreement (Sterling Financial Corp /Wa/), Exchange Agreement, Exchange Agreement

Authorization of Senior Stock. Any amendment or alteration of the (i) Certificate of Designations for the Designated Senior Preferred Stock or (ii) the Charter Charter, to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer ranking senior to Designated Senior Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the Issuer;

Appears in 4 contracts

Samples: Securities Purchase Agreement (Bancplus Corp), Securities Purchase Agreement (Ponce Financial Group, Inc.), Securities Purchase Agreement (Broadway Financial Corp \De\)

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations for the Designated Preferred Stock or the Charter to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer Company ranking senior to Designated Preferred Stock Senior Securities with respect to either or both the payment of dividends or interest and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCompany;

Appears in 4 contracts

Samples: Securities Purchase Agreement (Live Oak Bancshares, Inc.), Securities Purchase Agreement (Live Oak Bancshares, Inc.), Securities Purchase Agreement (Live Oak Bancshares, Inc.)

Authorization of Senior Stock. Any amendment or alteration of the Certificate charter of Designations for the Designated Preferred Stock or the Charter Corporation to authorize or create create, or increase the authorized amount of, or any issuance of, any shares of, of any class or series or any securities convertible into or exchangeable or exercisable for shares of, of any class or series of capital stock of the Issuer Corporation ranking senior to Designated the Series A Preferred Stock with respect to either or both in the payment of dividends and/or or in the distribution of assets on any liquidation, dissolution or winding up of the Issuer;Corporation; or

Appears in 2 contracts

Samples: Merger Agreement (Mb Financial Inc /Md), Merger Agreement (Taylor Capital Group Inc)

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations for the Designated Preferred Stock or the Charter Incorporation to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer Corporation ranking senior to Designated Series A-1 Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation (“Senior Stock”);

Appears in 2 contracts

Samples: Merger Agreement (Amsurg Corp), Merger Agreement (Envision Healthcare Holdings, Inc.)

Authorization of Senior Stock. Any amendment or alteration of the this Certificate of Designations for the Designated Preferred Stock or the Charter to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer Corporation ranking senior to Designated Mandatory Convertible Preferred Stock with respect to either or both the payment of dividends and/or the rights to distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation (“Senior Stock”);

Appears in 2 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (Kansas City Power & Light Co)

Authorization of Senior Stock. Any amendment or alteration of the provisions of the Certificate of Incorporation or this Certificate of Designations for the Designated Preferred Stock or the Charter to authorize or create create, or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, of any class or series of capital stock of the Issuer Corporation ranking senior to Designated Preferred Stock the Series B with respect to either or both the payment of dividends and/or or the distribution of assets on upon any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 2 contracts

Samples: Securities Purchase Agreement (Morgan Stanley), Securities Purchase Agreement (Mitsubishi Ufj Financial Group Inc)

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations Determination for the Designated Preferred Stock or the Charter to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer Corporation ranking senior to Designated Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 2 contracts

Samples: Securities Purchase Agreement, Letter Agreement (Oak Valley Bancorp)

Authorization of Senior Stock. Any amendment or alteration of the provisions of the Certificate of Incorporation or this Certificate of Designations for the Designated Preferred Stock or the Charter to authorize or create create, or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, of any class or series of capital stock of the Issuer Corporation ranking senior to Designated Preferred Stock the Series D with respect to either or both the payment of dividends and/or or the distribution of assets on upon any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 2 contracts

Samples: Transaction Agreement (Mitsubishi Ufj Financial Group Inc), Transaction Agreement (Morgan Stanley)

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations for the Designated Preferred Stock or the Charter Incorporation to authorize or create create, or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, of any class or series of capital stock of the Issuer Corporation ranking senior to Designated the Series [C] Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 2 contracts

Samples: Stock Purchase Agreement (American International Group Inc), Stock Purchase Agreement (Metlife Inc)

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations for the Designated Preferred Stock or the Charter to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer ranking senior to the Designated Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the Issuer;

Appears in 2 contracts

Samples: Securities Purchase and Exchange Agreement, Securities Purchase and Exchange Agreement (Gmac Inc.)

Authorization of Senior Stock. Any amendment or alteration of the Certificate Corporation’s Articles of Designations for the Designated Preferred Stock Incorporation or the Charter any articles of amendment thereto to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer Corporation ranking senior to Designated the Series C Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 1 contract

Samples: Securities Purchase Agreement (Blue Ridge Bankshares, Inc.)

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations Incorporation for the Designated Preferred Stock or the Charter to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer Corporation ranking senior to Designated Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 1 contract

Samples: Investment Agreement (Crescent Financial Corp)

Authorization of Senior Stock. Any amendment amendment, modification or alteration of the Certificate of Designations for the Designated Preferred Stock or the Charter Incorporation to authorize or create create, or increase the authorized amount of, or any issuance of, any shares of, of any class or series or any securities convertible into or exchangeable or exercisable for shares of, of any class or series of capital stock Senior Stock, or any issuance after the date hereof of shares of Senior Stock that are authorized as of the Issuer ranking senior date hereof, other than an amendment or alteration increasing the authorized amount of shares of Series A necessary to Designated issue shares of Series A as distributions in kind on the Series A Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the Issuer;holders thereof.

Appears in 1 contract

Samples: Investor Rights Agreement (Garrett Motion Inc.)

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations Determination for the Designated Preferred Stock or the Charter to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock Capital Stock of the Issuer Corporation ranking senior to Designated Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 1 contract

Samples: Exchange Agreement

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations for the Designated Preferred Stock or the Charter to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer Company ranking senior to Designated Preferred Stock Senior Securities with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCompany;

Appears in 1 contract

Samples: Securities Purchase Agreement

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations for the Designated Preferred Stock or the Charter Incorporation to authorize or create create, or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, of any class or series of capital stock of the Issuer Corporation ranking senior to Designated Preferred Stock the Series T with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 1 contract

Samples: Securities Purchase Agreement (Bank of America Corp /De/)

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Authorization of Senior Stock. Any amendment or alteration (including by means of a merger, consolidation or otherwise) of the Certificate of Incorporation or this Certificate of Designations for the Designated Preferred Stock or the Charter to authorize or create create, or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any specific class or series of capital stock of the Issuer Corporation ranking senior to Designated the Series C Preferred Stock with respect to either or both the payment of dividends and/or or the distribution of assets on any liquidation, dissolution or winding winding- up of the IssuerCorporation;

Appears in 1 contract

Samples: Subscription Agreement (Oriental Financial Group Inc)

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations for the Designated Preferred Stock or the Charter Incorporation to authorize or create create, or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, of any class or series of capital stock of the Issuer Corporation ranking senior to Designated Preferred Stock the Series A with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 1 contract

Samples: Securities Purchase Agreement (General Electric Co)

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations Determination for the Designated Preferred Stock or the Charter to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer ranking senior to Designated Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the Issuer;

Appears in 1 contract

Samples: Exchange Agreement

Authorization of Senior Stock. Any amendment or alteration of the Certificate Articles of Designations Amendment for the Designated Preferred Stock or the Charter Articles of Incorporation to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer Corporation ranking senior to Designated Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 1 contract

Samples: Securities Purchase Agreement (Xenith Bankshares, Inc.)

Authorization of Senior Stock. Any amendment or alteration of the Certificate of Designations Designation for the Designated Series D Preferred Stock or the Charter Articles of Incorporation to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer Corporation ranking senior to Designated the Series D Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 1 contract

Samples: Share Exchange Agreement (United Community Banks Inc)

Authorization of Senior Stock. Any amendment or alteration of the Certificate certificate of Designations for incorporation of the Designated Preferred Stock or the Charter Corporation to authorize or create create, or increase the authorized amount of, or any issuance of, any shares ofof any class or series, or any securities convertible into or exchangeable or exercisable for shares of, of any class or series series, of capital stock of the Issuer Corporation ranking senior prior to Designated the Series A Preferred Stock with respect to either or both in the payment of dividends and/or or in the distribution of assets on any liquidation, dissolution or winding up of the Issuer;Corporation; or

Appears in 1 contract

Samples: Credit Agreement (Knight Inc.)

Authorization of Senior Stock. Any amendment or alteration of the provisions of the Certificate of Incorporation or this Certificate of Designations for the Designated Preferred Stock or the Charter to authorize or create create, or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, of any class or series of capital stock of the Issuer Corporation ranking senior to Designated Preferred Stock the Series C with respect to either or both the payment of dividends and/or or the distribution of assets on upon any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 1 contract

Samples: Securities Purchase Agreement (Mitsubishi Ufj Financial Group Inc)

Authorization of Senior Stock. Any amendment or alteration of the Articles of Incorporation or this Certificate of Designations for the Designated Preferred Stock or the Charter to authorize or create create, or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, of any class or series of capital stock of the Issuer Corporation ranking senior to Designated the Series E Preferred Stock with respect to either or both the payment of dividends (whether such dividends are cumulative or non-cumulative) and/or the distribution of assets on upon any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 1 contract

Samples: Deposit Agreement (Wintrust Financial Corp)

Authorization of Senior Stock. Any amendment or alteration of the Certificate provisions of Designations for the Designated Charter relating to the Series A Preferred Stock or the Charter to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer Corporation ranking senior to Designated Series A Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Broadway Financial Corp \De\)

Authorization of Senior Stock. Any amendment or alteration of the Charter or this Certificate of Designations for the Designated Preferred Stock or the Charter so as to authorize or create create, or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer ranking senior to Designated Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerSenior Stock;

Appears in 1 contract

Samples: Merger Agreement (Crown Castle International Corp)

Authorization of Senior Stock. Any amendment or alteration of the Certificate Articles or any articles of Designations for the Designated Preferred Stock or the Charter amendment thereto to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of Corporation capital stock of the Issuer Corporation ranking senior to Designated the Series A Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 1 contract

Samples: Stock Purchase Agreement (Jacksonville Bancorp Inc /Fl/)

Authorization of Senior Stock. Any amendment or alteration (including by means of a merger, consolidation or otherwise) of the Corporation’s Articles of Incorporation (including this Certificate of Designations for the Designated Preferred Stock Determination) to authorize, or the Charter to authorize or create create, or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, of any class or series of the Corporation’s capital stock of the Issuer ranking senior to Designated the Series B Preferred Stock with respect to either or both in the payment of dividends and/or or in the distribution of assets on any liquidation, dissolution or winding up of the Issuer;Corporation; or

Appears in 1 contract

Samples: Securities Purchase Agreement (Heritage Commerce Corp)

Authorization of Senior Stock. Any amendment or alteration of the Certificate Corporation’s Articles of Designations for the Designated Preferred Stock Incorporation or the Charter any articles of amendment thereto to authorize or create or increase the authorized amount of, or any issuance of, any shares of, or any securities convertible into or exchangeable or exercisable for shares of, any class or series of capital stock of the Issuer Corporation ranking senior to Designated the Series B Preferred Stock with respect to either or both the payment of dividends and/or the distribution of assets on any liquidation, dissolution or winding up of the IssuerCorporation;

Appears in 1 contract

Samples: Securities Purchase Agreement (Blue Ridge Bankshares, Inc.)

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