Common use of Capitalization of the Buyer Clause in Contracts

Capitalization of the Buyer. The capitalization of the Buyer, as of the date hereof, consists of 100,000,000 shares of $.001 par value Common Stock, 14,188,253 of which are issued and outstanding and 5,000,000 shares of Preferred Stock, none of which are issued and outstanding. All issued and outstanding shares are legally issued, fully paid, and non-assessable, and are not issued in violation of the preemptive or other right of any person.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Eagle Wireless International Inc), Stock Purchase Agreement (Eagle Wireless International Inc), Stock Purchase Agreement (Eagle Wireless International Inc)

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Capitalization of the Buyer. The capitalization of the Buyer, as of On the date hereof, the Buyer's authorized capital stock consists of 100,000,000 35,000,000 shares of $.001 par value Common Stock, 14,188,253 of which are issued $.01 par value ("Common Stock"), and outstanding and 5,000,000 2,000,000 shares of Preferred Stock, $.01 par value per share, none of which shares of Preferred Stock are issued and or outstanding. All of the outstanding shares of capital stock of the Buyer have been and on the Closing Date will be duly and validly issued and outstanding shares are legally issuedare, or will be, fully paid, paid and non-assessable, and are not issued in violation of the preemptive or other right of any personnonassessable.

Appears in 2 contracts

Samples: Asset Purchase Agreement (West Coast Entertainment Corp), Asset Purchase Agreement (Choices Entertainment Corp)

Capitalization of the Buyer. The capitalization On the date of this Agreement, the Buyer, as of the date hereof, 's authorized capital stock consists of 100,000,000 25,000,000 shares of $.001 par value Common Stock, 14,188,253 of which are issued $.01 par value ("Common Stock"), and outstanding and 5,000,000 2,000,000 shares of Preferred Stock, none $.01 par value per share. All of which are the outstanding shares of capital stock of the Buyer have been and on the Closing Date will be duly and validly issued and outstanding. All issued and outstanding shares are legally issuedare, or will be, fully paid, paid and non-assessable, and are not issued in violation of the preemptive or other right of any personnonassessable.

Appears in 2 contracts

Samples: Asset Purchase Agreement (West Coast Entertainment Corp), Asset Purchase Agreement (West Coast Entertainment Corp)

Capitalization of the Buyer. The capitalization of the Buyer, as of On the date hereof, the Buyer's authorized capital stock consists of 200,000,000 shares of capital stock, divided into 100,000,000 shares 22 of Common Stock, $.01 par value ("Common Stock"), of which approximately 4,167,318 shares are issued and outstanding, and 100,000,000 shares of $.001 par value Common Stock, 14,188,253 of which are issued and outstanding and 5,000,000 shares of Preferred Stockpreferred stock, none of which are issued and outstanding. All of the outstanding shares of capital stock of the Buyer have been and on the Closing Date will be duly and validly issued and outstanding shares are legally issuedare, or will be, fully paid, paid and non-assessable, and are not issued in violation of the preemptive or other right of any personnonassessable.

Appears in 1 contract

Samples: Asset Purchase Agreement (Amtech Systems Inc)

Capitalization of the Buyer. (a) The capitalization authorized capital stock of the Buyer, as Buyer consists solely of the date hereof, consists of 100,000,000 approximately twelve million (12,000,000) shares of common stock, $.001 .02 par value Common Stockvalue, 14,188,253 of which are issued and outstanding and 5,000,000 shares of Preferred Stock, none of which are issued and outstanding. All issued shares of the Buyer are duly authorized, validly issued and outstanding shares are legally issuedoutstanding, fully paid, and non-assessable, and are not issued in violation of the preemptive or other right of any person.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Diabetex International Corp)

Capitalization of the Buyer. The capitalization of the Buyer, as of On the date hereof, the Buyer's --------------------------- authorized capital stock consists of 100,000,000 shares of common stock, $.001 par value Common Stockvalue, 14,188,253 of which are 28,407,750 shares were issued and outstanding and 5,000,000 as of December 31, 1996. All of the outstanding shares of Preferred Stock, none capital stock of which are the Buyer have been and on the Closing Date will be duly and validly issued and outstanding. All issued and outstanding shares are legally issuedare, or will be, fully paid, paid and non-assessable, and are not issued in violation of the preemptive or other right of any person.

Appears in 1 contract

Samples: Stock Purchase Agreement (Open Market Inc)

Capitalization of the Buyer. The capitalization of the Buyer, as of On the date hereof, the Buyer's authorized capital stock consists of 100,000,000 50,000,000 shares of $.001 par value Buyer Common Stock, 14,188,253 and as of which are the close of business on June 5, 1998, 24,309,004 of such shares were issued and outstanding outstanding, and 5,000,000 1,000,000 shares of Preferred Stock, $0.01 par value per share, none of which are is issued and outstanding. All issued and outstanding shares are legally issued, fully paid, and non-assessable, and are not issued in violation of the preemptive or other right of any person.

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Avid Technology Inc)

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Capitalization of the Buyer. The capitalization authorized capital stock of the BuyerBuyer consists only of (i) 7,000,000 shares of common stock, $.01 par value, of which, as of the date hereof, consists of 100,000,000 5,655,358 shares of $.001 par value Common Stock, 14,188,253 of which are issued and outstanding and 5,000,000 shares of Preferred Stock, none of which are issued and outstanding. All issued and outstanding shares are legally issued, fully paid, and non-assessable, and are not issued in violation of the preemptive or other right of any person.

Appears in 1 contract

Samples: Stock Purchase Agreement (Bio Lok International Inc)

Capitalization of the Buyer. The capitalization of the Buyer, as As of the date hereof, the Buyer's --------------------------- authorized capital stock consists of 100,000,000 20,000,000 shares of common stock, $.001 .01 par value Common Stockvalue, 14,188,253 of which are 11,017,178 shares were issued and outstanding as of January 13, 1997, and 5,000,000 no shares of Preferred Stock. All of the outstanding shares of capital stock of the Buyer have been, none and on the Closing Date and date of which are delivery of the Stock Payment to each of the Stockholders will be, duly and validly issued and outstanding. All issued and outstanding shares are legally issuedare, or will be, fully paid, paid and non-assessable, and are not issued in violation of the preemptive or other right of any person.

Appears in 1 contract

Samples: Stock Purchase Agreement (On Technology Corp)

Capitalization of the Buyer. The capitalization authorized capital stock of the Buyer, as of the date hereof, Buyer consists of 105,000,000 shares, 100,000,000 shares of $.001 par value Common Stock, 14,188,253 of which are issued and outstanding classified as Buyer Common Stock and 5,000,000 shares of Preferred Stock, none of which are classified as preferred stock, par value $.0001 per share. As of December 13, 2001, 22,656,335 shares of Buyer Common Stock were issued and outstanding. All issued and outstanding shares are legally issued, fully paid, and non-assessable, and are not issued in violation of the preemptive or other right of any person.

Appears in 1 contract

Samples: Unit Purchase Agreement (Viasat Inc)

Capitalization of the Buyer. The capitalization authorized capital stock of the Buyer, as of the date hereof, Buyer consists of 100,000,000 9,000,000 shares of $.001 common stock, par value Common Stock$0.0001 per share, 14,188,253 of which there are issued and outstanding and 5,000,000 3,425,237 shares of Preferred Stock, none of which are common stock issued and outstanding. All of the issued and outstanding shares are legally common stock of the Buyer has been duly authorized, validly issued, fully paid, paid and non-assessable, and are not issued in violation of the preemptive or other right of any person.

Appears in 1 contract

Samples: Option Agreement (Protea Biosciences Group, Inc.)

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