Equity Interests. The authorized and outstanding Equity Interests of each Borrower is as set forth on Schedule 5.27 hereto. All of the Equity Interests of each Borrower has been duly and validly authorized and issued and is fully paid and non-assessable and has been sold and delivered to the holders hereof in compliance with, or under valid exemption from, all federal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. Except for the rights and obligations set forth on Schedule 5.27, there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Borrower or any of the shareholders of any Borrower is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Borrowers. Except as set forth on Schedule 5.27, Borrowers have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.
Appears in 8 contracts
Samples: Credit and Security Agreement (ARKO Corp.), Credit and Security Agreement (ARKO Corp.), Credit and Security Agreement (ARKO Corp.)
Equity Interests. The authorized and outstanding Equity Interests of each Borrower and Guarantor (other than Holdings) is as set forth shown on Schedule 5.27 5.25 hereto. All of the Equity Interests of each Borrower has been duly and validly authorized and issued and is fully paid and non-assessable and has been sold and delivered to the holders hereof in compliance with, or under valid exemption from, all federal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. Except for the rights and obligations set forth shown on Schedule 5.275.25, there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Borrower or any of the shareholders of any Borrower is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Borrowers. Except as set forth shown on Schedule 5.275.25, Borrowers have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.
Appears in 3 contracts
Samples: Credit and Security Agreement (Green Plains Inc.), Credit and Security Agreement (Green Plains Inc.), Security Agreement (Green Plains Renewable Energy, Inc.)
Equity Interests. The authorized and outstanding Equity Interests of each Borrower is as set forth shown on Schedule 5.27 hereto. All of the Equity Interests of each Borrower has have been duly and validly authorized and issued and is are fully paid and non-assessable and has have been sold and delivered to the holders hereof thereof in compliance with, or under valid exemption from, all federal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. Except for the rights and obligations set forth shown on Schedule 5.27, there are no subscriptions, warrants, options, calls, commitments, rights or agreement agreements by which any Borrower or any of the shareholders of any Borrower is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Borrowers. Except as set forth shown on Schedule 5.27, Borrowers have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.
Appears in 2 contracts
Samples: Security Agreement (SMTC Corp), Security Agreement (Avatech Solutions Inc)
Equity Interests. The authorized and outstanding Equity Interests of each Borrower is as set forth shown on Schedule 5.27 hereto. All of the Equity Interests of each Borrower has been duly and validly authorized and issued and is fully paid and non-assessable and has been sold and delivered to the holders hereof in compliance with, or under valid exemption from, all federal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. Except for the rights and obligations set forth shown on Schedule 5.27, there are no subscriptions, warrants, options, calls, commitments, rights or agreement agreements by which any Borrower or any of the shareholders of any Borrower is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Borrowers. Except as set forth shown on Schedule 5.27, Borrowers have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.
Appears in 2 contracts
Samples: Security Agreement (Fairchild Corp), Security Agreement (Fairchild Corp)
Equity Interests. The authorized and outstanding Equity Interests of each Borrower is as set forth shown on Schedule 5.27 5.26 hereto. All of the Equity Interests of each Borrower has been duly and validly authorized and issued and is fully paid and non-assessable and has been sold and delivered to the holders hereof in compliance with, or under valid exemption from, all federal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. Except for the rights and obligations set forth shown on Schedule 5.275.26, there are no subscriptions, warrants, options, calls, commitments, rights or agreement agreements by which any Borrower or any of the shareholders of any Borrower is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Borrowers. Except as set forth shown on Schedule 5.275.26, Borrowers have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.
Appears in 2 contracts
Samples: Credit and Security Agreement (Akrion, Inc.), Credit and Security Agreement (Akrion, Inc.)
Equity Interests. The authorized and outstanding Equity Interests of each Borrower and Guarantor is as set forth shown on Schedule 5.27 hereto. All of the Equity Interests of each Borrower has been duly and validly authorized and issued and is fully paid and non-assessable and has been sold and delivered to the holders hereof in compliance with, or under valid exemption from, all federal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. Except for the rights and obligations set forth shown on Schedule 5.27, there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Borrower or any of the shareholders of any Borrower is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Borrowers. Except as set forth shown on Schedule 5.27, Borrowers have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.
Appears in 2 contracts
Samples: Security Agreement (Green Plains Renewable Energy, Inc.), Security Agreement (Green Plains Renewable Energy, Inc.)
Equity Interests. The authorized and outstanding Equity Interests of each Borrower is as set forth on Schedule 5.27 5.26 hereto. All of the Equity Interests of each Borrower has been duly and validly authorized and issued and is fully paid and non-assessable and has been sold and delivered to the holders hereof thereof in compliance with, or under valid exemption from, all federal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. Except for the rights and obligations set forth on Schedule 5.275.26, there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Borrower or any of the shareholders of any Borrower is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Borrowers. Except as set forth on Schedule 5.275.26, Borrowers have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.
Appears in 1 contract
Equity Interests. The authorized and outstanding Equity Interests of each Borrower is as set forth shown on Schedule 5.27 hereto. All of the Equity Interests of each Borrower (other than ValueVision) has been duly and validly authorized and issued and is fully paid and non-assessable and has been sold and delivered to the holders hereof in compliance with, or under valid exemption from, all federal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. Except for the rights and obligations set forth shown on Schedule 5.27, there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Borrower or any of the shareholders of any Borrower is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Borrowers. Except as set forth shown on Schedule 5.27, Borrowers have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.
Appears in 1 contract
Equity Interests. The authorized and outstanding Equity Interests of each Borrower is are as set forth on Schedule 5.27 5.15 hereto. All of the Equity Interests of each Borrower has have been duly and validly authorized and issued and is are fully paid and non-assessable and has have been sold and delivered to the holders hereof thereof in compliance with, or under valid exemption from, all federal and state laws and the rules and regulations of each Governmental Body all regulatory bodies thereof governing the sale and delivery of securities. Except for the rights and obligations set forth on in Schedule 5.275.15 hereto, there are no subscriptions, warrants, options, calls, commitments, rights or agreement agreements by which any Borrower or any of the shareholders Members of any Borrower is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive preemptive rights held by any Person with respect to the Equity Interests of BorrowersBorrower. Except as set forth on in Schedule 5.275.15 hereto, Borrowers have Borrower has not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares Equity Interests or securities convertible into or exchangeable for such sharesEquity Interests.
Appears in 1 contract
Equity Interests. Section 5.27 of the Loan Agreement shall be amended and restated in its entirety as follows: The authorized and outstanding Equity Interests of each Borrower is as set forth shown on Schedule 5.27 hereto. All of the Equity Interests of each Borrower has have been duly and validly authorized and issued and is are fully paid and non-assessable and has have been sold and delivered to the holders hereof thereof in compliance with, or under valid exemption from, all federal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. Except for the rights and obligations set forth shown on Schedule 5.27, there are no subscriptions, warrants, options, calls, commitments, rights or agreement agreements by which any Borrower or any of the shareholders of any Borrower is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Borrowers. Except as set forth shown on Schedule 5.275.27 and the Permitted 2018 Rights Offering, Borrowers have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (SMTC Corp)
Equity Interests. The authorized and outstanding Equity Interests of each Borrower is are as set forth on Schedule 5.27 5.15 hereto. All of the Equity Interests of each Borrower has have been duly and validly authorized and issued and is are fully paid and non-assessable and has have been sold and delivered to the holders hereof thereof in compliance in all material respects with, or under valid exemption from, all federal and state laws and the rules and regulations of each Governmental Body all regulatory bodies thereof governing the sale and delivery of securities. Except for the rights and obligations set forth on in Schedule 5.275.15 hereto, there are no subscriptions, warrants, options, calls, commitments, rights or agreement agreements by which any Borrower or any of the shareholders Members of any Borrower is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive preemptive rights held by any Person with respect to the Equity Interests of BorrowersBorrower. Except as set forth on in Schedule 5.275.15 hereto, Borrowers have Borrower has not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares Equity Interests or securities convertible into or exchangeable for such sharesEquity Interests.
Appears in 1 contract
Samples: Credit Agreement (Enzo Biochem Inc)
Equity Interests. The authorized and outstanding Equity Interests of each Borrower is as set forth shown on Schedule 5.27 hereto. All of the Equity Interests of each Borrower (other than Crocs) has been duly and validly authorized and issued and is fully paid and non-assessable and has been sold and delivered to the holders hereof in compliance with, or under valid exemption from, all federal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. Except for the rights and obligations set forth shown on Schedule 5.27, there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Borrower or any of the shareholders of any Borrower its Subsidiaries is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Borrowers. Except as set forth shown on Schedule 5.27, Borrowers have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.
Appears in 1 contract
Samples: Security Agreement (Crocs, Inc.)
Equity Interests. The authorized and outstanding Equity Interests of each Borrower Borrower, and each legal and beneficial holder thereof as of the Closing Date, is as set forth on Schedule 5.27 heretohereto (provided that for any Borrower that is a publicly traded company, such Schedule 5.27 shall list only the five largest shareholders thereof). All of the Equity Interests of each Borrower has have been duly and validly authorized and issued and is are fully paid and and, in the case of Equity Interests evidencing corporate interests, non-assessable and has have been sold and delivered to the holders hereof in compliance with, or under valid exemption from, all federal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. Except for the rights and obligations set forth on Schedule 5.27, there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Borrower or any of the shareholders of any Borrower is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Borrowers. Except as set forth on Schedule 5.27, Borrowers have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.
Appears in 1 contract