Increase in Authorized Common Stock. The Company’s Certificate of Incorporation shall have been amended to effect the Authorized Capital Increase.
Increase in Authorized Common Stock. (1) Following the Issuance Date, the Company shall take all corporate action necessary to call a meeting of its stockholders (the “Stockholders Meeting”), as soon as practicable, but in no event later than September 30, 2012 (the “First Authorized Shares Increase Deadline”), for the purpose of seeking approval of the Company’s stockholders to amend the Company’s Certificate of Incorporation to increase the number of shares of the Company’s authorized Common Stock from 100,000,000 shares to no less than 200,000,000 shares (the “Increased Shares Stockholder Approval”). No later than one (1) Trading Day following the Increased Shares Stockholder Approval, the Company shall file with the Secretary of State of Delaware a certificate of amendment to the Company’s Certificate of Incorporation to effect the Increased Shares Stockholder Approval such that the number of authorized shares of the Company’s Common Stock is at least 200,000,000 shares, which certificate of amendment shall provide that it shall become immediately effective upon filing (such filing, the “Amendment Filing”, and the occurrence of both the Increased Shares Stockholder Approval and the Amendment Filing, the “Increased Shares Amendment”). The date on which the Increased Shares Amendment becomes effective is referred to in this Warrant as the “Authorized Shares Increase Date”. Without limiting the Company’s obligations under this Section 5, for the avoidance of doubt, the Company shall not be prohibited from calling additional Stockholders Meetings from time to time.
(2) If the Authorized Shares Increase Date has not occurred on or prior to the First Authorized Shares Increase Deadline, the Company shall take all corporate action necessary to call one or more other Stockholders Meetings, as soon as practicable and as often as practicable, but in no event later than June 30, 2013 (the “Second Authorized Shares Increase Deadline”), for the purpose of again seeking approval of the Company’s stockholders for the Increased Shares Stockholder Approval.
(3) If the Authorized Shares Increase Date has not occurred on or prior to the First Authorized Shares Increase Deadline, and notwithstanding any provision of this Warrant, the Purchase Agreement or any other agreement or contract that could in any way be read to limit the right of the Holder to elect and receive the following, the Holder at any time and from time to time thereafter (in perpetuity and with no limitation in time) may require the Company...
Increase in Authorized Common Stock. As soon as reasonably practicable after the date of this Agreement, Ocean shall take all actions necessary to amend its Articles of Incorporation to increase its authorized common stock to at least 25,000,000 shares.
Increase in Authorized Common Stock. The Company agrees to call a special meeting of shareholders (which may also be at the annual meeting of shareholders) within 90 calendar days of the date hereof for the purpose of obtaining Authorized Share Approval, with the recommendation of the Company’s Board of Directors that such proposal is approved, and the Company shall solicit proxies from its shareholders in connection therewith in the same manner as all other management proposals in such proxy statement and all management-appointed proxyholders shall vote their proxies in favor of such proposal. If the Company does not obtain Authorized Share Approval at the first meeting, the Company shall call a meeting every 4 months thereafter to seek Authorized Share Approval until the earlier of the date Authorized Share Approval is obtained or the date on which no Warrants remain outstanding. The Company shall notify the Purchasers promptly upon receipt of Authorized Share Approval.
Increase in Authorized Common Stock. Effective as of the Closing Date, the Company shall use its best efforts to take all necessary action to call a shareholders meeting and increase its authorized but unissued Common Stock as soon as practicable.
Increase in Authorized Common Stock. If Acquisition exercises the Percentage Increase Option and the number of shares of Common Stock it is to purchase upon exercise exceeds the number of shares of authorized Common Stock that at the time of exercise are not outstanding or reserved for issuance upon exercise of outstanding options or warrants or conversion of outstanding convertible securities, the Board of Directors will, as promptly as practicable after Acquisition exercises the Percentage Increase Option, increase the number of shares of Common Stock the Company is authorized to issue to a number that is sufficient to enable the Company to issue to Acquisition all the shares of Common Stock Acquisition is to purchase as a result of exercise of the Percentage Increase Option.
Increase in Authorized Common Stock. At any time following the date of this Amendment, if it is determined that the Company’s authorized capital stock is insufficient to satisfy the obligations under the Agreement (as amended), including the purchase of the Units, as soon as practicable following the date of such determination, the Company shall use its best efforts to file an amendment to its articles of incorporation to increase the total authorized shares of common stock of the Company such that the Company is able to satisfy all obligations under the Agreement (as amended).
Increase in Authorized Common Stock. Each Series G Holder agrees to vote its shares of Series G Preferred Stock, and all other shares of Capital Stock of the Company beneficially owned by it, in favor of an increase in the Company's authorized Common Stock to a number equal to at least Sixty Million (68,000,000), whether such vote takes place at the next annual shareholders meeting of the Company, a special meeting of the Company, or by written consent of the shareholders of the Company.
Increase in Authorized Common Stock. The Company shall file a Preliminary Proxy Statement on Schedule 14A or Schedule 14C with the SEC by October 20, 2006 increasing the Company’s authorized common stock to no less than Five Billion (5,000,000,000) shares of Common Stock to be issued upon conversion of the Convertible Debentures. The Company shall have effected the increase in authorized Common Stock by November 30, 2006. It shall be an event of default hereunder if the Company fails to strictly comply with this provision.
Increase in Authorized Common Stock. (a) The Company will take all action necessary to call, hold and convene a meeting (the “Stockholders’ Meeting”) of its stockholders following the Closing Date for the purposes of obtaining the approval (the “Stockholders Approval”) of the Company’s stockholders of an amendment (the “Amendment”) to the Company’s Amended and Restated Certificate of Incorporation, as amended (the “Company’s Charter”), to increase the number of shares of Common Stock authorized for issuance by the Company under the Company’s Charter to such amount as shall be determined by the Company’s board of directors, in its sole discretion, which amount shall exceed the amount necessary to cover the issuance of all Conversion Shares and Common Warrant Shares issuable in the Offering. The Company shall file preliminary and definitive proxy statements for the Stockholders’ Meeting with the SEC as promptly as reasonably practicable following the Closing Date and shall use its reasonable efforts to hold the Stockholders’ Meeting within 60 days of the filing of the definitive proxy statement. The Company shall solicit proxies from the stockholders to obtain the Stockholders Approval and, consistent with its fiduciary duties, use its reasonable efforts to secure the requisite stockholder vote at the Stockholders’ Meeting. After the Closing Date, the Company shall establish a record date for, call, give notice of, convene and hold the Stockholders’ Meeting for the purpose of obtaining the Stockholders Approval in accordance with applicable law.
(b) As soon as practicable upon obtaining the Stockholders Approval of the Amendment, the Corporation shall file the Amendment with the Secretary of State of the State of Delaware.
