Confirmation of Equity Interests Sample Clauses

Confirmation of Equity Interests. Prior to the Effective Time (and, in the case of any convertible securities which are to be converted, or warrants which are to be exercised, prior to the Effective Time, prior to such conversion or exercise), Company will provide Parent with such information and documents as Parent may from time to time reasonably request with respect to the calculations of antidilution adjustments, dividends and share and warrant issuances that are reflected in the Disclosure Schedule, including written confirmation 34 by the holder of any Company Capital Stock that such holder concurs with such calculations insofar as they apply to such holder. If any person shall notify Company of its election to exercise any warrants or convert any convertible securities of Company prior to the Effective Time, Company shall notify Parent in writing of such exercise or conversion prior to issuing or delivering any shares of Company Capital Stock upon such exercise or conversion, and, if requested by Parent, shall not deliver any such shares of Company Capital Stock until the holder of the warrant being exercised, or the security being converted, has confirmed to Company and Parent that such holder concurs with such calculation.
Sample 1
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Confirmation of Equity Interests. Prior to the Effective Time (and, in the case of any convertible securities which are to be converted, or warrants which are to be exercised, prior to the Effective Time, prior to such conversion or exercise), Servicesoft will provide Broadbase with such information and documents as Broadbase may from time to time reasonably request with respect to the calculations of antidilution adjustments, dividends and share and warrant issuances that are reflected in the Servicesoft Disclosure Letter. If, prior to the Effective Time, any person shall notify Servicesoft of its election to exercise any warrants or convert any convertible securities of Servicesoft, or exchange any Servicesoft Canada Preferred Stock or Servicesoft Canada Common Stock for Servicesoft Capital Stock, in each case where the terms of such exercise or conversion would give effect to any antidilution adjustments or dividends by Servicesoft, or where the number of shares to be issued upon such exercise or conversion would differ from the number set forth or reflected in the Servicesoft Disclosure Letter, then Servicesoft shall notify Broadbase in writing of such exercise, conversion or exchange prior to issuing or delivering any shares of Servicesoft Capital Stock upon such exercise or conversion, and, if requested by Broadbase, shall not deliver any such shares of Servicesoft Capital Stock until the holder of the warrant being exercised, or the security being converted or exchange, has confirmed to Servicesoft and Broadbase its concurrence with the number set forth or reflected in the Servicesoft Disclosure Letter.
Sample 1
Confirmation of Equity Interests. Prior to the Effective Time (and, in the case of any convertible securities which are to be converted, or warrants which are to be exercised, prior to the Effective Time, prior to such conversion or exercise), Butane will provide Fuel with such information and documents as Fuel may from time to time reasonably request with respect to the calculations of antidilution adjustments, dividends and share and warrant issuances that are reflected in the Butane Disclosure Schedule, including written confirmation by the holder of any Butane Capital Stock that such holder concurs with such calculations insofar as they apply to such holder. If any Person shall notify Butane of its election to exercise any warrants or convert any convertible securities of Butane prior to the Effective Time, Butane shall notify Fuel in writing of such exercise or conversion prior to issuing or delivering any shares of Butane Capital Stock upon such exercise or conversion, and, if requested by Fuel, shall not deliver any such shares of Butane capital stock until the holder of the warrant being exercised, or the security being converted, has confirmed to Butane and Fuel its concurrence with such calculation as they apply to it.
Sample 1
Confirmation of Equity Interests. Prior to the Effective Time (and, in the case of any convertible securities which are to be converted, or warrants which are to be exercised, prior to the Effective Time, prior to such conversion or exercise), Servicesoft will provide Broadbase with such information and documents as Broadbase may from time to time reasonably request with respect to the calculations of antidilution adjustments, dividends and share and warrant issuances that are reflected in the Servicesoft Disclosure Letter. If, prior to the Effective Time, any person shall notify Servicesoft of its election to exercise any warrants or convert any convertible securities of Servicesoft, or exchange any Servicesoft Canada Preferred Stock or Servicesoft Canada Common Stock for Servicesoft Capital Stock, in each case where the terms of such exercise or conversion would give effect to any antidilution
Sample 1
Confirmation of Equity Interests. Prior to the Effective Time (and, in the case of any convertible securities which are to be converted, or warrants which are to be exercised, prior to the Effective Time, prior to such conversion or exercise), TBI will provide Starbase with such information and documents as Starbase may from time to time reasonably request with respect to the calculations of antidilution adjustments, dividends and share and warrant issuances that are reflected in the TBI Schedule, including written confirmation by the holder of any TBI Capital Stock that such holder concurs with such calculations insofar as they apply to such holder. If any Person shall notify TBI of its election to exercise any warrants or convert any convertible securities of TBI prior to the Effective Time, TBI shall notify Starbase in writing of such exercise or conversion prior to issuing or delivering any shares of TBI Common Stock upon such exercise or conversion, and, if requested by Starbase, shall not deliver any such shares of TBI Capital Stock until the holder of the warrant being exercised, or the security being converted, has confirmed to TBI and Starbase that such holder concurs with such calculation.
Sample 1

Related to Confirmation of Equity Interests

  • Issuance of Equity Interests Issue or allow to be created any stocks or shares or shareholder, partnership or membership interests, as applicable, or other ownership interests other than the stocks, shares, shareholder, partnership or membership interests and other ownership interests which are outstanding or exist on the Closing Date or any security or other instrument which by its terms is convertible into or exercisable or exchangeable for stock, shares, shareholder, partnership or membership interests or other ownership interests in any Borrower or Operating Lessee, unless otherwise permitted under this Agreement in connection with any Mezzanine Loan. No Borrower or Operating Lessee shall allow to be issued or created any stock in any Borrower’s or Operating Lessee’s general partner or managing member, as applicable, other than the stock which is outstanding or existing on the Closing Date or any security or other instrument which by its terms is convertible into or exercisable or exchangeable for any stock in such Borrower’s general partner or managing member, as applicable.

  • Subsidiaries; Equity Interests As of the Closing Date, neither the Parent Borrower nor any other Loan Party has any Subsidiaries other than those specifically disclosed in Schedule 5.11, and all of the outstanding Equity Interests in the Parent Borrower and its Subsidiaries have been validly issued, are fully paid and, in the case of Equity Interests representing corporate interests, nonassessable and, on the Closing Date, all Equity Interests owned directly or indirectly by Holdings or any other Loan Party are owned free and clear of all Liens except (i) those created under the Collateral Documents, (ii) those Liens permitted under Sections 7.01(b), (o), (w) (solely with respect to modifications, replacements, renewals or extensions of Liens permitted by Sections 7.01(b) and (o)) and (ff) and (iii) any nonconsensual Lien that is permitted under Section 7.01. As of the Closing Date, Schedule 5.11 (a) sets forth the name and jurisdiction of organization or incorporation of each Subsidiary, (b) sets forth the ownership interest of Holdings, the Parent Borrower and any of their Subsidiaries in each of their Subsidiaries, including the percentage of such ownership and (c) identifies each Person the Equity Interests of which are required to be pledged on the Closing Date pursuant to the Collateral and Guarantee Requirement.

  • Pledged Equity Interests Set forth on Schedule 5.21(f), as of the Closing Date and as of the last date such Schedule was required to be updated in accordance with Section 6.02, is a list of (i) all Pledged Equity and (ii) all other Equity Interests required to be pledged to the Administrative Agent pursuant to the Collateral Documents (in each case, detailing the Grantor (as defined in the Security Agreement), the Person whose Equity Interests are pledged, the number of shares of each class of Equity Interests, the certificate number and percentage ownership of outstanding shares of each class of Equity Interests and the class or nature of such Equity Interests (i.e. voting, non-voting, preferred, etc.).

  • Equity Interests and Ownership The Equity Interests of each of Borrower and its Subsidiaries have been duly authorized and validly issued and are fully paid and non-assessable. Except as set forth on Schedule 4.2, as of the date hereof, there is no existing option, warrant, call, right, commitment or other agreement to which Borrower or any of its Subsidiaries is a party requiring, and there is no membership interest or other Equity Interests of Borrower or any of its Subsidiaries outstanding which upon conversion or exchange would require, the issuance by Borrower or any of its Subsidiaries of any additional membership interests or other Equity Interests of Borrower or any of its Subsidiaries or other Securities convertible into, exchangeable for or evidencing the right to subscribe for or purchase a membership interest or other Equity Interests of Borrower or any of its Subsidiaries. Schedule 4.2 correctly sets forth the ownership interest of Borrower and each of its Subsidiaries as of the Third Restatement Date.

  • Pledged Equity Interests; Stock Powers; Pledged Notes The Administrative Agent shall have received (i) the certificates representing the Equity Interests pledged pursuant to the Security Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the pledgor thereof and (ii) each promissory note (if any) pledged to the Administrative Agent pursuant to the Security Agreement endorsed (without recourse) in blank (or accompanied by an executed transfer form in blank) by the pledgor thereof.

  • Ownership Interest, Etc The Seller shall (and shall cause the Servicer to), at its expense, take all action necessary or desirable to establish and maintain a valid and enforceable undivided percentage ownership or security interest, to the extent of the Purchased Interest, in the Pool Receivables, the Related Security and Collections with respect thereto, and a first priority perfected security interest in the Pool Assets, in each case free and clear of any Adverse Claim, in favor of the Administrator (for the benefit of the Purchasers), including taking such action to perfect, protect or more fully evidence the interest of the Administrator (for the benefit of the Purchasers) as the Administrator, may reasonably request.

  • Sale and Purchase of Equity Interest 1.1 授予权利 Option Granted

  • Equity Interest The stock of or other interests in, or warrants or other rights to purchase the stock of or other interests in, any entity that has borrowed money from the Company or that is a tenant of the Company or that is a parent or controlling Person of any such borrower or tenant.

  • Company Subsidiaries; Equity Interests (a) The Company Disclosure Letter lists each Company Subsidiary and its jurisdiction of organization. Except as specified in the Company Disclosure Letter, all the outstanding shares of capital stock or equity investments of each Company Subsidiary have been validly issued and are fully paid and nonassessable and are as of the date of this Agreement owned by the Company, by another Company Subsidiary or by the Company and another Company Subsidiary, free and clear of all Liens. (b) Except for its interests in the Company Subsidiaries, the Company does not as of the date of this Agreement own, directly or indirectly, any capital stock, membership interest, partnership interest, joint venture interest or other equity interest in any person.

  • Equity Interests With respect to any Person, any share of capital stock of (or other ownership or profit interests in) such Person, any warrant, option or other right for the purchase or other acquisition from such Person of any share of capital stock of (or other ownership or profit interests in) such Person, any security convertible into or exchangeable for any share of capital stock of (or other ownership or profit interests in) such Person or warrant, right or option for the purchase or other acquisition from such Person of such shares (or such other interests), and any other ownership or profit interest in such Person (including, without limitation, partnership, member or trust interests therein), whether voting or nonvoting, and whether or not such share, warrant, option, right or other interest is authorized or otherwise existing on any date of determination.

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