Future Issuances of Securities Sample Clauses

Future Issuances of Securities. Unless approved by two-thirds of the members of the Company's Board of Directors, the Company shall not issue any of its securities (other than securities with no equity feature) except for securities issued (i) as a stock dividend or upon any subdivision of shares of the Company's equity securities; provided that the securities issued pursuant to such stock dividend or subdivision are limited to additional shares of such equity security, (ii) pursuant to subscriptions, warrants, options, convertible securities or other rights which are listed on Annex II as being outstanding on the Closing Date, or (iii) pursuant to the exercise of options, approved and granted by the Compensation Committee of the Board of Directors, a majority of whom are outside directors, to purchase equity securities of the Company granted to employees of the Company, not to exceed in the aggregate 10% of the issued and outstanding securities of the Company on a Common Share Equivalent Basis assuming the exercise of all outstanding options and warrants, the issuance of the Shares contemplated hereunder and the issuances of the Company's securities under the Permitted Stock Transactions, or (iv) pursuant to the Permitted Stock Transactions (such exempt securities and transactions hereafter being referred to as "Preemptive Right Exemptions"). In the event of any approved issuance of securities, the Investor shall have a preemptive right to acquire the number of shares of such equity securities proposed to be issued in an amount proportional to its then percentage ownership of the Company's outstanding securities, on the same date and on the same terms and conditions with which the proposed issuance shall occur. The Investor shall have no preemptive right with respect to the Preemptive Right Exemptions, with respect to (i) shares issued as compensation to directors, officers, agents or employees of the Company, its subsidiaries or affiliates; (ii) shares issued to satisfy rights of conversion or options created to provide compensation to directors, officers, agents or employees of the Company, its subsidiaries or affiliates; or (iii) shares sold otherwise than for money. The Investor's preemptive right shall be voluntary, not mandatory, and is waivable in writing. Any waiver evidenced by a writing shall be irrevocable, even though it is not supported by consideration.
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Future Issuances of Securities. Registration rights granted by the Company in connection with the issuance of any securities after the date hereof shall be no more favorable to the purchasers of such securities than the registration rights granted herein to the Investors.
Future Issuances of Securities. Each Shareholder and its ------------------------------- investor-designees shall have preemptive rights to subscribe to future issuances of JV securities in accordance with Article 267 of Taiwan's Company Law, irrespective of whether such law is hereafter modified or abolished. This right does not extend to securities issued in connection with any merger, acquisition, consolidation or reorganization. Unless the Shareholders hereafter agree in writing, JV shall not issue, or attempt to issue, to any person or entity any securities of any kind or any options or other devices to acquire the same, nor shall either Shareholder be required or permitted to contribute any additional capital to JV.
Future Issuances of Securities. The Company, in connection with any future issuance of common stock or any other securities of the Company entitled to vote for election of directors, will use all reasonable efforts to assure that the holders of a majority (or such other percentage as shall be required to elect the Javelin Designee to the Board) of the common stock and other securities of the Company entitled to vote for election of directors outstanding after such issuance will continue to be bound to elect the Javelin Designee to the -Board as provided in this Section 2.
Future Issuances of Securities. 2.1 If at any time in the future the Company proposes to sell and issue any debt or equity securities, or any other securities or instruments entitling the holder thereof to receive any profits, capital, assets or property of the Company (collectively, “Securities”), in a single transaction or series of related transactions that results in gross proceeds to the Company of at least $50,000 (a “Qualified Financing”), the Company shall deliver written notice to the Investor stating (i) its bona fide intention to offer such Securities, (ii) the amount and type of Securities to be offered and (iii) the price and terms upon which it proposes to offer such Securities. Upon receipt of such notice, the Investor shall be entitled to exercise any of the following rights:
Future Issuances of Securities 

Related to Future Issuances of Securities

  • Additional Issuances of Securities (i) For purposes of this Section 4(o), the following definitions shall apply.

  • Purchases of Securities PFPC Trust shall settle purchased securities upon receipt of Oral Instructions or Written Instructions that specify:

  • Loans of Securities 2.1 Subject to the terms and conditions of this Agreement, Borrower or Lender may, from time to time, seek to initiate a transaction in which Lender will lend Securities to Borrower. Borrower and Lender shall agree on the terms of each Loan (which terms may be amended during the Loan), including the issuer of the Securities, the amount of Securities to be lent, the basis of compensation, the amount of Collateral to be transferred by Borrower, and any additional terms. Such agreement shall be confirmed (a) by a schedule and receipt listing the Loaned Securities provided by Borrower to Lender in accordance with Section 3.2, (b) through any system that compares Loans and in which Borrower and Lender are participants, or (c) in such other manner as may be agreed by Borrower and Lender in writing. Such confirmation (the “Confirmation”), together with the Agreement, shall constitute conclusive evidence of the terms agreed between Borrower and Lender with respect to the Loan to which the Confirmation relates, unless with respect to the Confirmation specific objection is made promptly after receipt thereof. In the event of any inconsistency between the terms of such Confirmation and this Agreement, this Agreement shall prevail unless each party has executed such Confirmation.

  • Resales of Securities The Investor represents, warrants and covenants that it will resell Securities purchased or acquired by the Investor from the Company pursuant to this Agreement only pursuant to the Registration Statement in which the resale of such Securities is registered under the Securities Act and the Prospectus contained therein, in a manner described under the caption “Plan of Distribution” in such Registration Statement and Prospectus, and in a manner in compliance with all applicable U.S. federal and applicable state securities laws, rules and regulations.

  • Valid Issuance of Securities The Forward Purchase Shares, when issued, sold and delivered in accordance with the terms and for the consideration set forth in this Agreement, will be validly issued, fully paid and nonassessable, as applicable, and free of all preemptive or similar rights, taxes, liens, encumbrances and charges with respect to the issue thereof and restrictions on transfer other than restrictions on transfer specified under this Agreement, applicable state and federal securities laws and liens or encumbrances created by or imposed by the Purchaser. Assuming the accuracy of the representations of the Purchaser in this Agreement and subject to the filings described in Section 3(e) below, the Forward Purchase Shares will be issued in compliance with all applicable federal and state securities laws.

  • Sales of Securities PFPC Trust shall settle sold securities upon receipt of Oral Instructions or Written Instructions that specify:

  • Prior Sales of Securities Except as set forth in the Registration Statement, the Time of Sale Disclosure Package and the Final Prospectus, the Company has not sold or issued any shares of Common Stock during the six-month period preceding the date hereof, including any sales pursuant to Rule 144A under, or Regulations D or S of, the Securities Act, other than shares issued pursuant to employee benefit plans, stock option plans or other employee compensation plans or pursuant to outstanding preferred stock, options, rights or warrants or other outstanding convertible securities.

  • Loan of Securities During the term of any securities loan, the Client shall permit the loaned securities to be transferred, pursuant to an SLA, into the name of an Approved Borrower.

  • Acquisition of Securities The Company shall not, and shall cause its Affiliates not to, resell or otherwise dispose of any Securities acquired by them, in the open market or otherwise, and shall, and shall cause its Affiliates to, surrender all such Securities acquired to the Trustee for cancellation.

  • Issue of Securities All necessary corporate action has been taken, or will be taken before Closing, to authorize the issue and sale of, and the delivery of certificates representing, the Offered Shares and Compensation Options and, upon payment of the requisite consideration therefor, the Offered Shares and Compensation Option Shares will be validly issued as fully paid and non-assessable Common Shares.

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