Available Stock Clause Samples
The 'Available Stock' clause defines the quantity of goods or products that a seller currently has on hand and is able to offer for sale or delivery under the agreement. In practice, this clause may specify that orders are subject to the seller's current inventory levels, and it can set limits on the maximum amount a buyer can purchase at any given time. Its core function is to manage expectations and prevent disputes by clarifying that fulfillment of orders depends on actual stock availability, thereby protecting the seller from liability if demand exceeds supply.
Available Stock. The Company shall at all times keep authorized and reserved and available for issuance, free of preemptive rights, such number of shares of Common Stock as are issuable upon repayment or conversion in full of the Note and exercise in full of the Warrant at any time. If the Company determines at any time that it does not have a sufficient number of authorized shares of Common Stock to reserve and keep available for issuance as described in this Section 5.5, the Company shall use all commercially reasonable efforts to increase the number of authorized shares of Common Stock by seeking Stockholder Approval for the authorization of such additional shares.
Available Stock. Upon the issuance of the Units, the Company shall comply with the terms of Section 2.6 of the Warrants and Section 7(e) of the Note contained therein. After such term is complied with, the Company shall at all times use all commercially reasonable efforts to keep authorized and reserved and available for issuance, free of preemptive rights, such number of shares of Common Stock as are issuable upon conversion of the Note and exercise of the Warrants contained in the Units issued to each of the Investor at any time. If the Company determines at any time that it does not have a sufficient number of authorized shares of Common Stock to reserve and keep available for issuance as described in the prior sentence, the Company shall use all commercially reasonable efforts to increase the number of authorized shares of Common Stock by seeking Stockholder Approval for the authorization of such additional shares of Common Stock as would be necessary to have such number of authorized shares of Common Stock as so described.
Available Stock. HEMISPHERX shall use its best efforts to ensure that sufficient quantities of Product for 6 months of treatment for all patients then enrolled in the EAP are in stock at the warehouse of IMPATIENTS’s logistics service provider (“LSP”). In addition, HEMISPHERX shall use reasonable commercial efforts to ensure that sufficient quantities of Product for the following six months projected sales, based on the most recent Rolling Forecast, as agreed in accordance with Clause 6.1, are in stock at the warehouse of IMPATIENTS’ LSP. The legal ownership of the stock in the warehouse of IMPATIENTS’ LSP (further referred to as “Consignment Stock”) shall remain with HEMISPHERX and will at no time be transferred to IMPATIENTS or the LSP. At the time of IMPATIENTS’ delivery of the Product through its LSP to its clients, legal ownership of the Product will directly transfer from HEMISPHERX to the relevant client of IMPATIENTS. Any costs related to the keeping Consignment Stock shall be at the expense of IMPATIENTS.
Available Stock. CELSION will make all reasonable commercial efforts to ensure sufficient quantities of THE COMPANY HAS REQUESTED AN ORDER FROM THE COMMISSION PURSUANT TO RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED, GRANTING CONFIDENTIAL TREATMENT TO SELECTED PORTIONS. ACCORDINGLY, THE CONFIDENTIAL PORTIONS HAVE BEEN OMITTED FROM THIS EXHIBIT, AND HAVE BEEN FILED SEPARATELY WITH THE COMMISSION. OMITTED PORTIONS ARE INDICATED IN THIS EXHIBIT WITH “*****”. Product for the following ***** projected sales, based on the most recent Rolling Forecast, are in stock at the warehouse of IMPATIENTS’s logistics service provider (“LSP”). The legal ownership of the stock in the warehouse of IMPATIENTS’ LSP (further referred to as “Consignment Stock) shall remain with CELSION and will at no time be transferred to IMPATIENTS or the LSP. At the time of IMPATIENTS’ delivery of the Product through its LSP to its clients legal ownership of the Product will directly transfer from CELSION to the relevant client of IMPATIENTS. Any costs related to the stock keeping itself (including loss and shrinkage due to error of IMPATIENTS or its service providers, but excluding shipment by CELSION to Consignment Stock) shall be at the expense of IMPATIENTS.
Available Stock. Subject to applicable Law and the rules and regulations of the Trading Market, the Company shall use commercially reasonable efforts to reserve out of its authorized but unissued Ordinary Shares such number of Ordinary Shares as are, from time to time, reasonably anticipated to be required for issuance upon conversion of the Notes and exercise of the Warrants then outstanding, calculated by reference to the then-applicable conversion and exercise prices; provided that the Company shall not be required to (i) reserve in excess of its authorized but unissued share capital after giving effect to reservations required for employee or director equity plans, existing commitments or other contractual obligations outstanding at the applicable time, (ii) maintain any fixed cushion or percentage of additional reserved shares, or (iii) take any action that would breach applicable Law, fiduciary duties or Trading Market requirements. If at any time the Company determines that it does not have a sufficient number of authorized but unissued Ordinary Shares to comply with the foregoing, the Company shall include on the agenda for its next annual general meeting (or, at its election, a special meeting convened in the ordinary course) a proposal to increase the number of authorized Ordinary Shares to a level the Board of Directors reasonably determines advisable and shall use commercially reasonable efforts, without incurring undue burden, material adverse effect or extraordinary expense, to obtain shareholder approval; it being understood that the Company shall not be obligated to solicit proxies beyond customary practices for proposals of this type, pay any consent fees or similar consideration, or hold more than one meeting in any twelve (12) month period unless required by applicable Law or the Trading Market. The Company’s exclusive obligations and the Investor’s exclusive remedies with respect to any shortfall in reserved shares shall be limited to the Company’s reasonable efforts to seek such approval and/or, at the Company’s option and subject to the terms of the Notes and the Warrants, cash settlement to the extent shares are not then available, and no failure or delay in reserving shares shall, by itself, constitute an Event of Default while the Company is using reasonable efforts consistent with this Section 5.5.
Available Stock. In General...........................................3 4.2 Changes in Corporate Capitalization..................3 4.3 Dissolution, Merger, and Consolidation......................................4
Available Stock. {***} Confidential portions of this exhibit have been redacted and filed separately with the Commission pursuant to a confidential treatment request in accordance with Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
Available Stock. HEMISPHERX will make sure that sufficient quantities of Product for the following six months projected sales, based on the most recent Rolling Forecast, are in stock at the warehouse of IMPATIENTS’s logistics service provider (“LSP”). The legal ownership of the stock in the warehouse of IMPATIENTS’ LSP (further referred to as “Consignment Stock”) shall remain with HEMISPHERX and will at no time be transferred to IMPATIENTS or the LSP. At the time of IMPATIENTS’ delivery of the Product through its LSP to its clients, legal ownership of the Product will directly transfer from HEMISPHERX to the relevant client of IMPATIENTS. Any costs related to the keeping Consignment Stock shall be at the expense of IMPATIENTS.