Borrower's Stock Sample Clauses

Borrower's Stock. The authorized capital of Borrower consists of ---------------- 75,000,000 shares of common stock, 18,463,374 of which shares are issued and outstanding, 3,692,675 of which are reserved for issuance upon the conversion of the Note, and 1,500,000 of which have been reserved for issuance upon exercise of options to be granted to employees under the Borrower's employee stock incentive plan ("Reserved Plan Shares"). The outstanding shares of common stock are all duly and validly authorized and issued, fully paid and nonassessable, and were issued in accordance with the registration or qualification provisions of the Securities Act of 1933, as amended (the "Securities Act") and any relevant state securities laws or pursuant to valid exemptions therefrom. Except as listed and described on Schedule 4(b), Borrower ------------- has no outstanding commitments to issue any debt or equity securities.
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Borrower's Stock. The Agent shall have received, pursuant to Section 4.2 of the Bermuda Share Charge, (i) duly executed undated share transfers in respect of all newly issued Borrower’s Stock, in favor of the Collateral Agent or its nominees; (ii) all share certificates representing the Borrower’s Stock and (iii) an executed undertaking in the form of Schedule I to the Bermuda Share Charge. All documents executed or submitted pursuant hereto by or on behalf of the Borrower shall be reasonably satisfactory in form and substance to the Agent and its counsel, and the Agent and its counsel shall have received all information, approvals, opinions, documents or instruments as the Agent or its counsel may reasonably request.
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Borrower's Stock. Cause Guarantor to own all of the issued and outstanding capital stock of Borrower.
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Borrower's Stock. Borrower shall not redeem, retire, purchase or ---------------- otherwise acquire, directly or indirectly, any of Borrower's stock or other evidence of ownership interest or make any loans, advances and/or extensions of credit to any Persons.
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Borrower's Stock. All outstanding share of capital stock or other equities of Borrower and each Subsidiary have been duly authorized and are validly issued, fully paid for and non-assessable and have been issued in compliance with all applicable federal and state laws rules and regulations, including, without limitation, all so-called "Blue-Sky" laws.
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Related to Borrower's Stock

  • Subsidiaries; Equity Interests; Loan Parties (a) Subsidiaries, Joint Ventures, Partnerships and Equity Investments. Set forth on Schedule 5.20(a), is the following information which is true and complete in all respects as of the Closing Date and as of the last date such Schedule was required to be updated in accordance with Sections 6.02 and/or 6.13: (i) a complete and accurate list of all Subsidiaries, joint ventures and partnerships and other equity investments of the Loan Parties as of the Closing Date and as of the last date such Schedule was required to be updated in accordance with Sections 6.02 and/or 6.13, (ii) the number of shares of each class of Equity Interests in each Subsidiary outstanding, (iii) the number and percentage of outstanding shares of each class of Equity Interests owned by the Loan Parties and their Subsidiaries and (iv) the class or nature of such Equity Interests (i.e. voting, non-voting, preferred, etc.). The outstanding Equity Interests in all Subsidiaries are validly issued, fully paid and non-assessable and are owned free and clear of all Liens. There are no outstanding subscriptions, options, warrants, calls, rights or other agreements or commitments (other than stock options granted to employees or directors and directors’ qualifying shares) of any nature relating to the Equity Interests of any Loan Party or any Subsidiary thereof, except as contemplated in connection with the Loan Documents.

  • Reaffirmation of Credit Party Obligations Each Credit Party hereby ratifies the Credit Agreement and acknowledges and reaffirms (a) that it is bound by all terms of the Credit Agreement applicable to it and (b) that it is responsible for the observance and full performance of its respective Credit Party Obligations.

  • Borrower The term “Borrower” as used herein shall include any new or successor corporation, association, partnership (general or limited), limited liability company, joint venture, trust or other individual or organization formed as a result of any merger, reorganization, sale, transfer, devise, gift or bequest of Borrower or any interest in Borrower.

  • Replacement of Borrower From time to time and subject to the successor Borrower’s meeting the eligibility requirements set forth in Section 6.9 of the Intercreditor Agreement applicable to the Subordination Agent, upon the effective date and time specified in a written and completed Notice of Replacement Subordination Agent in substantially the form of Annex VI attached hereto (a “Notice of Replacement Subordination Agent”) delivered to the Liquidity Provider by the then Borrower, the successor Borrower designated therein shall be substituted for the Borrower for all purposes hereunder.

  • Condition of Borrowers Each Guarantor acknowledges and agrees that it has the sole responsibility for, and has adequate means of, obtaining from the Borrowers and any other guarantor such information concerning the financial condition, business and operations of the Borrowers and any such other guarantor as such Guarantor requires, and that none of the Secured Parties has any duty, and such Guarantor is not relying on the Secured Parties at any time, to disclose to it any information relating to the business, operations or financial condition of the Borrowers or any other guarantor (each Guarantor waiving any duty on the part of the Secured Parties to disclose such information and any defense relating to the failure to provide the same).