Capitalization of ICOP and Indebtedness for Borrowed Moneys Sample Clauses

Capitalization of ICOP and Indebtedness for Borrowed Moneys. ICOP is duly and lawfully authorized by its articles of incorporation to issue (i) 50,000,000 shares of ICOP common stock, $.01 par value per share, of which as of the date hereof there are issued and outstanding 14,539,500 shares, and (ii) 5,000,000 shares of ICOP preferred stock, $.01 par value per share, of which as of the date hereof none are issued and outstanding. The issued and outstanding shares are held by the ICOP shareholders identified in Schedule 2.1. All the outstanding shares of ICOP common and preferred stock have been duly authorized and validly issued and are fully paid and nonassessable and free of preemptive rights. ICOP has no treasury stock and no other authorized series or class of stock. ICOP has an employee stock option plan for the issuance of up to 2,500,000 shares of ICOP common stock. ICOP has issued options for 2,500,000 shares under the plan all of which are vested. ICOP is not obligated to issue any additional capital stock or voting securities as a result of any options, warrants, rights, conversion rights, obligations upon default, subscription agreements or other obligations of any kind. ICOP is not presently liable on account of any indebtedness for borrowed moneys, except as reflected in the ICOP Financial Statements (as defined below) or the ICOP Disclosure Schedule.
Sample 1
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Related to Capitalization of ICOP and Indebtedness for Borrowed Moneys

  • Indebtedness for Borrowed Money The Company shall not, nor shall it permit any Subsidiary to, issue, incur, assume, create or have outstanding any Indebtedness for Borrowed Money; provided, however, that the foregoing shall not restrict nor operate to prevent:

  • Borrowed Money Borrowed Money" means any obligation to repay money, any indebtedness evidenced by notes, bonds, debentures or similar obligations, any obligation under a conditional sale or other title retention agreement and the net aggregate rentals under any lease which under GAAP would be capitalized on the books of Borrower or which is the substantial equivalent of the financing of the property so leased.

  • Indebtedness Create, incur, assume or suffer to exist any Indebtedness, except:

  • Indebtedness of Subsidiaries The Borrower shall not permit any Subsidiary to create, incur, assume or suffer to exist any Indebtedness, except:

  • Funded Indebtedness 2 GAAP............................................................ 6

  • Indebtedness and Preferred Equity The Borrower will not, and will not permit any of its Subsidiaries to, create, incur, assume or suffer to exist any Indebtedness, except:

  • Overdrafts and Indebtedness The Custodian may, in its sole discretion, advance funds in any currency hereunder. If an overdraft occurs in an Account (including, without limitation, overdrafts incurred in connection with the settlement of securities transactions, funds transfers or foreign exchange transactions) or if the Fund is for any other reason indebted to the Custodian, the Fund agrees to repay the Custodian on demand or upon becoming aware of the amount of the advance, overdraft or indebtedness, plus accrued interest at a rate agreed to in writing from time to time, except that any overdraft resulting from an error by the Custodian shall bear no interest.

  • Certain Indebtedness There is no Indebtedness of Borrower owing to any employee, officer, stockholder or director of the board of Borrower other than accrued salaries, commissions and the like and any Indebtedness subordinated to the Obligations pursuant hereto.

  • Permitted Indebtedness Borrower shall not create, incur, assume or suffer to exist any Indebtedness, except the following (collectively, "Permitted Indebtedness"): (i) Indebtedness under the Loan Documents, (ii) any Indebtedness set forth on Schedule 7.2, (iii) Capitalized Lease Obligations incurred after the Closing Date and Indebtedness incurred pursuant to purchase money Liens permitted by Section 7.3(v), provided that the aggregate amount of such Capitalized Lease Obligations and purchase money indebtedness outstanding at any time shall not exceed $75,000, (iv) Indebtedness in connection with advances made by a stockholder in order to cure any default of the financial covenants set forth on Annex I; provided, however, that such Indebtedness shall be on an unsecured basis, subordinated in right of repayment and remedies to all of the Obligations and to all of Lender's rights pursuant to a subordination agreement in form and substance satisfactory to Lender; (v) accounts payable to trade creditors and current operating expenses (other than for borrowed money) which are not aged more than 120 calendar days from the billing date or more than 30 days from the due date, in each case incurred in the ordinary course of business and paid within such time period, unless the same are being contested in good faith and by appropriate and lawful proceedings and such reserves, if any, with respect thereto as are required by GAAP and deemed adequate by Borrower's independent accountants shall have been reserved; (vi) borrowings incurred in the ordinary course of business and not exceeding $10,000 individually or in the aggregate outstanding at any one time, provided, however, that such Indebtedness shall be on an unsecured basis, subordinated in right of repayment and remedies to all of the Obligations and to all of Lender's rights pursuant to a subordination agreement in form and substance satisfactory to Lender; and (vii)

  • Indebtedness and Contingent Obligations As of the Closing, the Borrowers shall have no outstanding Indebtedness or Contingent Obligations other than the Obligations or any other Permitted Indebtedness.

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