Covenants as to Preferred Stock Sample Clauses

Covenants as to Preferred Stock. The Company covenants that all shares of Preferred Stock that may be issued against tender of payment for such shares of Preferred Stock in respect of any Stock Purchase Contract will, upon issuance, be duly authorized, validly issued, fully paid and nonassessable.
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Covenants as to Preferred Stock. The Corporation covenants that all shares of Preferred Stock that may be issued against tender of payment for the Depositary Shares relating to such shares of Preferred Stock in respect of any Outstanding Purchase Contract will, upon issuance, be duly authorized and validly issued and fully paid and nonassessable. The Corporation further covenants and agrees not to take any action that will cause any Preferred Stock to be issued prior to a Purchase Date or to file any amendment to the Certificate of Designation designating the Preferred Stock, or to take any other action that would change the terms of the Preferred Stock or the Depositary Shares relating to such Preferred Stock, except as permitted by this Agreement. Section 907. Statements of Officers of MS plc and the Corporation as to Default. Each of the Corporation and MS plc will deliver to the Agent, within 120 days after the end of each fiscal year of the Corporation or MS plc, as the case may be, ending after the date hereof, an Officer's Certificate stating whether or not to the best knowledge of the signers thereof the Corporation or MS plc, as the case may be, is in default in the performance and observance of any of the terms, provisions and conditions hereof, and, if the Corporation or MS plc shall be in default, specifying all such defaults and the nature and status thereof of which they may have knowledge. ARTICLE TEN Redemption of the Purchase Contracts
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Covenants as to Preferred Stock. The Company covenants and agrees that all shares of Preferred Stock that may be issued upon the exercise of the rights represented by this Warrant will, upon issuance, be validly issued, fully paid and nonassessable, and free from all liens and charges with respect to the issue thereof. The Company further covenants and agrees that it will pay when due and payable any and all federal and state taxes which may be payable in respect of the issue of this Warrant or any Preferred Stock or certificates therefor issuable upon the exercise of this Warrant. The Company further covenants and agrees that the Company will at all times have authorized and reserved, free from preemptive rights, a sufficient number of shares of Preferred Stock to provide for the exercise of the rights represented by this Warrant.
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Covenants as to Preferred Stock. The Company hereby covenants and agrees as follows:
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Related to Covenants as to Preferred Stock

  • Covenants as to Common Stock The Company covenants that all shares of Common Stock which may be issued against tender of payment in respect of any Purchase Contract constituting a part of the Outstanding Securities will, upon issuance, be duly authorized, validly issued, fully paid and nonassessable.

  • Covenants as to Exercise Shares The Company covenants and agrees that all Exercise Shares that may be issued upon the exercise of the rights represented by this Warrant will, upon issuance, be validly issued and outstanding, fully paid and nonassessable, and free from all taxes, liens and charges with respect to the issuance thereof. The Company further covenants and agrees that the Company will at all times during the Exercise Period, have authorized and reserved, free from preemptive rights, a sufficient number of shares of its Common Stock to provide for the exercise of the rights represented by this Warrant. If at any time during the Exercise Period the number of authorized but unissued shares of Common Stock shall not be sufficient to permit exercise of this Warrant, the Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes.

  • Covenants of Shareholders Each Shareholder hereby covenants and agrees that:

  • Covenants of Stockholders Each Stockholder hereby covenants and agrees that:

  • Series C Preferred Stock The holders of outstanding shares of Series C Preferred Stock shall be entitled to receive dividends, when and as declared by the Board of Directors, out of any assets at the time legally available therefor, at the Dividend Rate specified for such shares of Preferred Stock payable in preference and priority to any declaration or payment of any distribution on Series A Preferred Stock, Series B Preferred Stock or Common Stock of the Corporation other than a dividend payable solely in Common Stock. No distributions shall be made with respect to the Series A Preferred Stock, Series B Preferred Stock or Common Stock during any fiscal year of the Corporation, other than dividends on the Common Stock payable solely in Common Stock, until all dividends at the applicable Dividend Rate on the Series C Preferred Stock have been declared and paid or set apart for payment to the holders of Series C Preferred Stock. The right to receive dividends on shares of Series C Preferred Stock shall not be cumulative, and no right to such dividends shall accrue to holders of Series C Preferred Stock by reason of the fact that dividends on said shares are not declared or paid in any year.

  • Covenants of Shareholder Shareholder hereby covenants and agrees that:

  • Series A Preferred Stock On the Closing Date, each Subscriber shall purchase and the Company shall sell to each such Subscriber, the number of shares of Preferred Stock designated on such Subscriber’s signature page hereto for such Subscriber’s Purchase Price indicated thereon.

  • Capitalization and Voting Rights The authorized capital of the Company consists, or will consist immediately prior to the Closing, of:

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