Common use of Covenants of Issuer Clause in Contracts

Covenants of Issuer. Issuer agrees: (i) that it shall at all ------------------- times maintain, free from preemptive rights, sufficient authorized but unissued or treasury shares of Common Stock so that the Option may be exercised without additional authorization of Common Stock after giving effect to all other options, warrants, convertible securities and other rights to purchase Common Stock; (ii) that it will not, by charter amendment or through reorganization, consolidation, merger, dissolution or sale of assets, or by any other voluntary act, avoid or seek to avoid the observance or performance of any of the covenants, stipulations or conditions to be observed or performed hereunder by Issuer; (iii) promptly to take all action as may from time to time be required (including (x) complying with all applicable premerger notification, reporting and waiting period requirements specified in 15 U.S.

Appears in 3 contracts

Samples: Stock Option Agreement (Tucker Anthony Sutro), Stock Option Agreement (First Place Financial Corp /De/), Stock Option Agreement (Ffy Financial Corp)

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Covenants of Issuer. Issuer agrees: (i) that it shall at all ------------------- times maintain, free from preemptive rights, sufficient authorized but unissued or treasury shares of Common Stock so that the Option may be exercised without additional authorization of Common Stock after giving effect to all other options, warrants, convertible securities and other rights to purchase Common Stock; (ii) that it will not, by charter amendment or through reorganization, consolidation, merger, dissolution or sale of assets, or by any other voluntary act, avoid or seek to avoid the observance or performance of any of the covenants, stipulations or conditions to be observed or performed hereunder by Issuer; (iii) promptly to take all action as may from time to time be required (including (x) complying with all applicable premerger notification, reporting and waiting period requirements specified in 15 U.S.

Appears in 3 contracts

Samples: Stock Option Agreement (Dain Rauscher Corp), Stock Option Agreement (Royal Bank of Canada \), Stock Option Agreement (Centura Banks Inc)

Covenants of Issuer. Issuer agrees: (i1) that it shall at all ------------------- times maintain, free from preemptive rights, sufficient authorized but unissued or treasury shares of Common Stock so that the Option may be exercised without additional authorization of Common Stock after giving effect to all other then-outstanding options, warrants, convertible securities and other rights to purchase Common Stock; (ii2) that it will not, by charter amendment or through reorganization, consolidation, merger, dissolution or sale of assets, or by any other voluntary act, avoid or seek to avoid the observance or performance of any of the covenants, stipulations or conditions to be observed or performed hereunder by Issuer; (iii3) promptly to take all action as may from time to time be reasonably required (including (x) complying with all applicable premerger notification, reporting and waiting period requirements specified in 15 U.S.

Appears in 2 contracts

Samples: Stock Option Agreement (Anthem Inc), Merger Agreement (Trigon Healthcare Inc)

Covenants of Issuer. Issuer agrees: : (ia) that it shall will at all ------------------- times maintain, free from preemptive rights, sufficient authorized but unissued or treasury shares of Common Stock so that the Option may be exercised without additional authorization of Common Stock after giving effect to all other options, warrants, convertible securities and other rights to purchase Common Stock; ; (iib) that it will not, by charter amendment or through reorganization, consolidation, merger, dissolution or sale of assets, or by any other voluntary act, avoid or seek to avoid the observance or performance of any of the covenants, stipulations or conditions to be observed or performed hereunder by Issuer; Issuer under this Option Agreement; (iiic) promptly to take all action as may from time to time be required (including (xi) complying with all applicable premerger notification, reporting and waiting period requirements specified in 15 U.S.

Appears in 2 contracts

Samples: Stock Option Agreement (Alliance Bancorp), Stock Option Agreement (Westerfed Financial Corp)

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Covenants of Issuer. Issuer agrees: (i) that it shall at all times ------------------- times maintain, free from preemptive rights, sufficient authorized but unissued or treasury shares of Common Stock so that the Option may be exercised without additional authorization of Common Stock after giving effect to all other options, warrants, convertible securities and other rights to purchase Common Stock; (ii) that it will not, by charter amendment or through reorganization, consolidation, merger, dissolution or sale of assets, or by any other voluntary act, avoid or seek to avoid the observance or performance of any of the covenants, stipulations or conditions to be observed or performed hereunder by Issuer; (iii) promptly to take all action as may from time to time be required (including (x) complying with all applicable premerger notification, reporting and waiting period requirements specified in 15 U.S.

Appears in 2 contracts

Samples: Stock Option Agreement (Ffy Financial Corp), Stock Option Agreement (First Place Financial Corp /De/)

Covenants of Issuer. Issuer agrees: (ia) that it shall at all ------------------- times maintain, free from preemptive rights, sufficient authorized but unissued or treasury shares of Common Stock so that the Option may be exercised without additional authorization of Common Stock after giving effect to all other then-outstanding options, warrants, convertible securities and other rights to purchase Common Stock; (iib) that it will not, by charter amendment or through reorganization, consolidation, merger, dissolution or sale of assets, or by any other voluntary act, avoid or seek to avoid the observance or performance of any of the covenants, stipulations or conditions to be observed or performed hereunder by Issuer; and (iiic) promptly to take all action as may from time to time be required (including (x1) complying with all applicable premerger notification, reporting and waiting period requirements specified in 15 U.S.

Appears in 1 contract

Samples: Stock Option Agreement (Southtrust Corp)

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