Delivery of Preferred Stock Sample Clauses

Delivery of Preferred Stock. Holder agrees to promptly, after execution of this Agreement deliver the above referenced Preferred Stock to American Stock Transfer and Trust Company via the DWAC system (transfer agent #29-41) for cancellation. Holder represents that it owns the Preferred Stock clear of any lien, encumbrance, or pledge of any kind and that the Exchange shall transfer all title thereto to Hecla. Holder represents that it is an accredited investor. The address and contact information for American Stock Transfer and Trust Company is as follows: American Stock Transfer and Trust Company 59 Maiden Lane New York, New York 10038 Xxxxxxx: Xxxxx Xxxxxxxxx (718) 921-8275
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Delivery of Preferred Stock. (a) At the Closing, the Company shall deliver to the Purchaser the stock certificate for the Preferred Stock to be purchased by the Purchaser (with such certificate registered in the name of the Purchaser), duly executed by the Company. (b) Delivery shall be made against receipt by the Company of the Preferred Stock Purchase Price by wire transfer of immediately available funds.
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Delivery of Preferred Stock. Holder agrees to promptly, after execution of this Agreement deliver the above referenced Preferred Stock to American Stock Transfer and Trust Company via the DWAC system (transfer agent #29-41) for cancellation. Holder represents that it owns the Preferred Stock clear of any lien, encumbrance, or pledge of any kind and that the Exchange shall transfer all title thereto to Hecla. Holder represents that it is an accredited investor. The address and contact information for American Stock Transfer and Trust Company is as follows: American Stock Transfer and Trust Company 00 Xxxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000 Contact: Xxxxx Xxxxxxxxx (000) 000-0000
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Delivery of Preferred Stock. (a) At the Closing, the Company shall deliver to the Purchaser the stock certificate for the Preferred Stock to be purchased by the Purchaser (with such certificate registered in the name of the Purchaser), duly executed by the Company. (b) Delivery shall be made against receipt by the Company of: (i) $22,500,000 of the Preferred Stock Purchase Price by wire transfer of immediately available funds; and (ii) the Series G Certificate, together with a stock power duly executed by Purchaser transferring the Series G Preferred Stock to the Company.
Sample 1
Delivery of Preferred Stock. Subject to the possible adjustment described in Section 9 of this Plan, on the Effective Date, the shares of common stock of KeyCom, par value $.001 (the "KeyCom Stock") (except for Dissenting Shares, as defined in Section 14 of this Plan) issued and outstanding immediately before the Effective Date shall, by virtue of the Merger and without any action on the part of the holder thereof, be automatically converted into $25 million of Senior Series E Preferred Stock, par value $.001, possessing all of the rights and privileges declared by the Board of Directors of Emergent and stated in the Certificate of Designations of Rights, Preferences, Privileges and Restrictions of Preferred Stock of Emergent. Each former holder of KeyCom stock shall receive Preferred Stock based in the same percentage of the total issue of the Preferred Stock as such KeyCom stockholder's percentage of authorized and issued common stock held as of the Effective Date.
Sample 1
Delivery of Preferred Stock. The Holder agrees to, within three business days after the date of this Agreement, deliver to the Company the share certificate representing all 100 shares of the Holder’s Preferred Stock and the warrant instrument representing the Associated Warrants.
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Delivery of Preferred Stock. Upon the basis of the representations and ---------------------------- warranties and on the terms and subject to the conditions set forth in this Agreement, in consideration of the transfer and conveyance of the Properties from Seller to Buyer and of Buyer's assumption of the Assumed Liabilities, Buyer hereby agrees to deliver to Seller, and Seller hereby agrees to accept 30,000 shares of Buyer's 6% senior preferred stock (the "Preferred Stock") of Sunburst Acquisition 11, Inc., a Colorado corporation ("Sunburst"), which shares of Preferred Stock shall be convertible into an aggregate of 3,000,000 shares of unrestricted, freely tradable common stock of Sunburst, at the Closing (hereinafter defined) and on the Closing Date (hereinafter defined) as provided in Article 9 hereof.
Sample 1
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Delivery of Preferred Stock. The Merger Consideration to be delivered at Closing by Equitex shall be 1,000 shares of Equitex Series E Convertible Preferred Stock (the "Series E Preferred Stock"). Until the shares of Series E Stock are converted into shares of Equitex Common Stock, all references in the Agreement to the Merger Consideration or to the Equitex Common Stock shall mean and refer to the Series E Preferred Stock, in all circumstances where appropriate. All denominations of Equitex Common Stock stated in the Agreement shall be divided by 1,000 when referring to denomination of Series E Preferred Stock to be delivered in accordance with this Second Addendum.
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Delivery of Preferred Stock. At the Closing, RTTE shall deposit 1,000,000 shares of super voting Preferred Stock into the escrow account of the Escrow Agent, issued in the name of the CAMG shareholders for transfer.
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Related to Delivery of Preferred Stock

  • Delivery of Common Stock Upon Conversion Upon receipt by the Borrower from the Holder of a facsimile transmission or e-mail (or other reasonable means of communication) of a Notice of Conversion meeting the requirements for conversion as provided in this Section 1.4, the Borrower shall issue and deliver or cause to be issued and delivered to or upon the order of the Holder certificates for the Common Stock issuable upon such conversion within three (3) business days after such receipt (the “Deadline”) (and, solely in the case of conversion of the entire unpaid principal amount hereof, surrender of this Note) in accordance with the terms hereof and the Purchase Agreement.

  • Conversion of Preferred Shares If, at any time, any of the Preferred Shares are converted into REIT Shares, in whole or in part, then a number of Partnership Preferred Units equal to the number of Preferred Shares so converted shall automatically be converted into a number of Partnership Common Units equal to (i) the number of REIT Shares issued upon such conversion divided by (ii) the Adjustment Factor then in effect, and the Percentage Interests of the General Partner and the Limited Partners shall be adjusted to reflect such conversion.

  • Delivery of Conversion Shares Upon Conversion Not later than three (3) Trading Days after the Conversion Date (the “Share Delivery Date”), the Company shall deliver, or cause to be delivered, to the Holder the Conversion Shares.

  • Conversion of Preferred Stock If the Class is a class and series of the Company’s convertible preferred stock, in the event that all outstanding shares of the Class are converted, automatically or by action of the holders thereof, into common stock pursuant to the provisions of the Company’s Certificate of Incorporation, including, without limitation, in connection with the Company’s initial, underwritten public offering and sale of its common stock pursuant to an effective registration statement under the Act (the “IPO”), then from and after the date on which all outstanding shares of the Class have been so converted, this Warrant shall be exercisable for such number of shares of common stock into which the Shares would have been converted had the Shares been outstanding on the date of such conversion, and the Warrant Price shall equal the Warrant Price in effect as of immediately prior to such conversion divided by the number of shares of common stock into which one Share would have been converted, all subject to further adjustment thereafter from time to time in accordance with the provisions of this Warrant.

  • Reservation of Preferred Stock The Preferred Stock issuable upon exercise of the Warrantholder's rights has been duly and validly reserved and, when issued in accordance with the provisions of this Warrant Agreement, will be validly issued, fully paid and non-assessable, and will be free of any taxes, liens, charges or encumbrances of any nature whatsoever; provided, however, that the Preferred Stock issuable pursuant to this Warrant Agreement may be subject to restrictions on transfer under state and/or Federal securities laws. The Company has made available to the Warrantholder true, correct and complete copies of its Charter and Bylaws, as amended. The issuance of certificates for shares of Preferred Stock upon exercise of the Warrant Agreement shall be made without charge to the Warrantholder for any issuance tax in respect thereof, or other cost incurred by the Company in connection with such exercise and the related issuance of shares of Preferred Stock. The Company shall not be required to pay any tax which may be payable in respect of any transfer involved and the issuance and delivery of any certificate in a name other than that of the Warrantholder.

  • Issuance of Preferred Stock So long as this Warrant remains outstanding, the Company will not issue any capital stock of any class preferred as to dividends or as to the distribution of assets upon voluntary or involuntary liquidation, dissolution or winding up, unless the rights of the holders thereof shall be limited to a fixed sum or percentage of par value in respect of participation in dividends and in the distribution of such assets.

  • Availability of Shares of Preferred Stock (a) The Company covenants and agrees that it will cause to be reserved and kept available out of its authorized and unissued shares of Preferred Stock or any shares of Preferred Stock held in its treasury, the number of shares of Preferred Stock that will be sufficient to permit the exercise in full of all outstanding Rights. (b) So long as the shares of Preferred Stock issuable upon the exercise of Rights may be listed or admitted to trading on any national securities exchange, or quoted on NASDAQ, the Company shall use its best efforts to cause, from and after such time as the Rights become exercisable, all shares reserved for such issuance to be listed or admitted to trading on such exchange, or quoted on NASDAQ, upon official notice of issuance upon such exercise. (c) From and after such time as the Rights become exercisable, the Company shall use its best efforts, if then necessary to permit the issuance of shares of Preferred Stock upon the exercise of Rights, to register and qualify such shares of Preferred Stock under the Securities Act and any applicable state securities or "Blue Sky" laws (to the extent exemptions therefrom are not available), cause such registration statement and qualifications to become effective as soon as possible after such filing and keep such registration and qualifications effective (with a prospectus at all times meeting the requirements of the Securities Act) until the earlier of the date as of which the Rights are no longer exercisable for such securities and the Expiration Date. The Company may temporarily suspend, for a period of time not to exceed 90 days, the exercisability of the Rights in order to prepare and file a registration statement under the Securities Act and permit it to become effective. Upon any such suspension, the Company shall issue a public announcement stating that the exercisability of the Rights has been temporarily suspended, as well as a public announcement at such time as the suspension is no longer in effect. Notwithstanding any provision of this Agreement to the contrary, the Rights shall not be exercisable in any jurisdiction unless the requisite qualification in such jurisdiction shall have been obtained and until a registration statement under the Securities Act shall have been declared effective, unless an exemption therefrom is available. (d) The Company covenants and agrees that it will take all such action as may be necessary to ensure that all shares of Preferred Stock delivered upon exercise of Rights shall, at the time of delivery of the certificates therefor (subject to payment of the Purchase Price), be duly and validly authorized and issued and fully paid and nonassessable shares. (e) The Company further covenants and agrees that it will pay when due and payable any and all federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Right Certificates or of any shares of Preferred Stock upon the exercise of Rights. The Company shall not, however, be required to pay any transfer tax which may be payable in respect of any transfer or delivery of Right Certificates to a Person other than, or the issuance or delivery of certificates or depositary receipts for the Preferred Stock in a name other than that of, the registered holder of the Right Certificate evidencing Rights surrendered for exercise or to issue or deliver any certificates or depositary receipts for Preferred Stock upon the exercise of any Rights until any such tax shall have been paid (any such tax being payable by that holder of such Right Certificate at the time of surrender) or until it has been established to the Company's reasonable satisfaction that no such tax is due.

  • Delivery of Stock Certificates Upon receipt by the Company of the Exercise Agreement, surrender of this Warrant and payment of the Aggregate Exercise Price (in accordance with Section 3(a)), the Company shall, as promptly as reasonably practicable, and in any event within ten (10) Business Days thereafter, execute (or cause to be executed) and deliver (or cause to be delivered) to the Holder a certificate or certificates representing the Warrant Shares issuable upon such exercise, together with cash in lieu of any fraction of a share, as provided in Section 3(d). The stock certificate or certificates so delivered shall be, to the extent possible, in such denomination or denominations as the exercising Holder shall reasonably request in the Exercise Agreement and shall be registered in the name of the Holder or, subject to compliance with Section 7, such other Person’s name as shall be designated in the Exercise Agreement. This Warrant shall be deemed to have been exercised and such certificate or certificates of Warrant Shares shall be deemed to have been issued, and the Holder or (subject to compliance with Section 7) any other Person so designated to be named therein shall be deemed to have become a holder of record of such Warrant Shares for all purposes, as of the Exercise Date.

  • Preferred Shares The Preferred Shares have been duly and validly authorized, and, when issued and delivered pursuant to this Agreement, such Preferred Shares will be duly and validly issued and fully paid and non-assessable, will not be issued in violation of any preemptive rights, and will rank pari passu with or senior to all other series or classes of Preferred Stock, whether or not issued or outstanding, with respect to the payment of dividends and the distribution of assets in the event of any dissolution, liquidation or winding up of the Company.

  • Delivery of Share Certificates Within a reasonable time after the exercise of the Option the Company shall cause to be delivered to the Optionee, his or her legal representative or his or her beneficiary, a certificate for the Shares purchased pursuant to the exercise of the Option.

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