Common use of Capitalization and Related Matters Clause in Contracts

Capitalization and Related Matters. (a) As of the date hereof, the authorized capital stock of the Company consists of 100,000,000 shares of Common Stock and 20,000,000 shares of Preferred Shares, par value $.0001(“Preferred Stock”), of which 31,590,949 shares of Common Stock and zero shares of Preferred Stock are issued and outstanding. No Common Stock (i) was issued in violation of the preemptive rights of any shareholder, or (ii) is held as treasury stock.

Appears in 2 contracts

Samples: Investment Agreement (Transax International LTD), Investment Agreement (Transax International LTD)

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Capitalization and Related Matters. (a) As of the date hereof, the The Company has an authorized capital stock consisting of the Company consists an unlimited number of 100,000,000 shares of Common Stock and 20,000,000 25,000 shares of Series A Preferred Shares, par value $.0001(“Preferred Stock”), of which 31,590,949 239,251,467 shares of Common Stock and zero nil shares of Preferred Stock are issued and outstandingoutstanding as of the date hereof (excluding the Buyer's Stock). All Common Stock is duly and validly issued, fully paid and nonassessable. No Common Stock (i) was issued in violation of the preemptive rights of any shareholder, or (ii) is held as treasury stock.

Appears in 2 contracts

Samples: Investment Agreement (Smartire Systems Inc), Investment Agreement (Smartire Systems Inc)

Capitalization and Related Matters. (a) As of the date hereof, the The Company has an authorized capital stock consisting of the Company consists of 100,000,000 5,000,000,000 shares of Common Stock and 20,000,000 25,000 shares of Preferred Shares, par value $.0001(“Preferred Stock”), of which 31,590,949 4,597,302,006 shares of Common Stock, 3,270 shares of Series A Preferred Stock and zero 40 shares of Series B Preferred Stock are issued and outstandingoutstanding as of the date hereof. All Common Stock is duly and validly issued, fully paid and nonassessable. No Common Stock (i) was issued in violation of the preemptive rights of any shareholder, or (ii) is held as treasury stock.

Appears in 1 contract

Samples: Investment Agreement (Advanced Communications Technologies Inc)

Capitalization and Related Matters. (a) As of the date hereof, the The Company has an authorized capital stock consisting of the Company consists of 100,000,000 5,000,000,000 shares of Common Stock and 20,000,000 25,000 shares of Preferred Shares, par value $.0001(“Preferred Stock”), of which 31,590,949 1,979,365,845 shares of Common Stock and zero no shares of Preferred Stock are issued and outstandingoutstanding as of the date hereof (excluding the Buyer's Stock). All Common Stock is duly and validly issued, fully paid and nonassessable. No Common Stock (i) was issued in violation of the preemptive rights of any shareholder, or (ii) is held as treasury stock.

Appears in 1 contract

Samples: Investment Agreement (Advanced Communications Technologies Inc)

Capitalization and Related Matters. (a) As of the date hereof, the The Company has authorized capital stock consisting of the Company consists of 100,000,000 5,000,000,000 shares of Common Stock and 20,000,000 25,000 shares of Preferred Shares, par value $.0001(“Preferred Stock”), of which 31,590,949 1,979,365,845 shares of Common Stock and zero 4,200 shares of Series A Convertible Preferred Stock (the "Series A Preferred Stock") are issued and outstandingoutstanding as of the date hereof (excluding the Buyer's Stock). All Common Stock is duly and validly issued, fully paid and nonassessable. No Common Stock (i) was issued in violation of the preemptive rights of any shareholder, or (ii) is held as treasury stock.

Appears in 1 contract

Samples: Exchange Agreement (Advanced Communications Technologies Inc)

Capitalization and Related Matters. (a) As of the date hereof, the The Company has an authorized capital stock of the Company consists consisting of 100,000,000 shares of Common Stock and 20,000,000 25,000,000 shares of Preferred Shares, par value $.0001(“Preferred Stock”), of which 31,590,949 15,656,249 shares of Common Stock and zero no shares of Preferred Stock are issued and outstandingoutstanding as of the date hereof (excluding the Buyer's Stock). All Common Stock is duly and validly issued, fully paid and nonassessable. No Common Stock (iI) was issued in violation of the preemptive rights of any shareholder, or (ii) is held as treasury stock.

Appears in 1 contract

Samples: Investment Agreement (Torrent Energy Corp)

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Capitalization and Related Matters. (a) As of the date hereof, the authorized capital stock of the Company consists of 100,000,000 20,000,000,000 shares of Common Stock and 20,000,000 3,000,000 shares of Preferred Shares, par value $.0001(“Preferred 0.001 ("Preferred Stock"), of which 31,590,949 4,314,358,079 shares of Common Stock and zero 1,000,000 shares of Preferred Stock are issued and outstanding. No Common Stock (i) was issued in violation of the preemptive rights of any shareholder, or (ii) is held as treasury stock.

Appears in 1 contract

Samples: Investment Agreement (Homeland Security Capital CORP)

Capitalization and Related Matters. (a) As of the date hereof, the authorized capital stock of the Company consists of 100,000,000 shares of Common Stock and 20,000,000 25,000,000 shares of Preferred Shares, par value $.0001(“Preferred .01 (“Preferred Stock”), of which 31,590,949 33,099,941 shares of Common Stock and zero shares of Preferred Stock are issued and outstanding. No Common Stock (i) was issued in violation of the preemptive rights of any shareholder, or (ii) is held as treasury stock.

Appears in 1 contract

Samples: Investment Agreement (Torrent Energy Corp)

Capitalization and Related Matters. (a) 5.2.1. As of the date hereof, the authorized capital stock of the Company consists of 100,000,000 shares of Common Stock and 20,000,000 25,000,000 shares of Preferred Shares, par value $.0001(“Preferred Stock.01(“Preferred Shares”), of which 31,590,949 23,098,293 shares of Common Stock and zero shares of Preferred Stock are Shares issued and outstanding. No Common Stock (i) was issued in violation of the preemptive rights of any shareholder, or (ii) is held as treasury stock.

Appears in 1 contract

Samples: Investment Agreement (Torrent Energy Corp)

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