INITIAL CAPITAL CONTRIBUTIONS; ISSUANCE OF SHARES Sample Clauses

INITIAL CAPITAL CONTRIBUTIONS; ISSUANCE OF SHARES. The Members acknowledge that as a result of the Conversion, the parties are deemed to have made a capital contribution equal to their proportionate share of the assets of the Corporation immediately prior to the Conversion. As a result, Innotrac's deemed capital contribution as a result of the
Sample 1
AutoNDA by SimpleDocs
INITIAL CAPITAL CONTRIBUTIONS; ISSUANCE OF SHARES. The Company shall, as of the Effective Date, issue the Shares to the Investor and WS shall hold the Shares as set forth in Article 4.1 above. The Investor, subject to the terms and conditions of this Agreement, and relying upon the representations and warranties of the Company under Article 18 of this Agreement has agreed to invest in and subscribe to the Shares. Upon remittance of the subscription amount by the Investor to the Company as set out in this Article 4.2, the Company shall take such actions as set out in Article 4.5 resulting in issue and allotment of the Shares by the Company to the Investor, free and clear of all encumbrances in accordance with this Agreement (“Closing”) on the Closing Date, or on such date as may be mutually agreed by the Parties. Each of the Shareholders shall pay or shall have paid the following consideration: (i) As of the Effective Date, WS has paid the share capital for its 10,000 Shares prior to the Effective Date. WS shall in addition contribute to the Company the right to the use of the Licensed Technology through a License Agreement; (ii) As of the Closing Date, INVESTOR will pay the share capital for its 8,184 Shares in full, plus such share premium which in aggregate with the face value for the Shares issued shall be USD 2,000,000. The Shareholders further agree that their capital contributions will be deposited in the Company’s bank account.
Sample 1

Related to INITIAL CAPITAL CONTRIBUTIONS; ISSUANCE OF SHARES

  • Initial Capital Contributions (a) The Partners have made, on or prior to the date hereof, Capital Contributions and, in exchange, the Partnership has issued to the Partners the number of Class A Units as specified in the books and records of the Partnership.

  • CAPITAL CONTRIBUTIONS AND ISSUANCE OF PARTNERSHIP INTERESTS Section 5.1 Organizational Contributions; Contributions by the General Partner and its Affiliates 40 Section 5.2 Contributions by Initial Limited Partners 41 Section 5.3 Interest and Withdrawal 41 Section 5.4 Capital Accounts 41 Section 5.5 Issuances of Additional Partnership Interests and Derivative Instruments 45 Section 5.6 Conversion of Subordinated Units 46 Section 5.7 Limited Preemptive Right 47 Section 5.8 Splits and Combinations 47 Section 5.9 Fully Paid and Non-Assessable Nature of Limited Partner Interests 48 Section 5.10 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 48 Section 5.11 Establishment of Series A Preferred Units 50 Section 5.12 Deemed Capital Contributions 63 ARTICLE VI

  • Initial Capital Contribution On March 7, 2007, the Member made a capital contribution of One Hundred Dollars ($100.00) to the Company, and, as consideration therefor, the Member received a percentage interest of One Hundred Percent (100%) in the Company.

  • Additional Capital Contributions No Member shall be required to make additional capital contributions. A Member may make additional capital contributions to the Company.

  • Subsequent Capital Contributions Without creating any rights in favor of any third party, each Member shall contribute to the Company, in cash, on or before the date specified as hereinafter described, that Member's Sharing Ratio of all monies that in the unanimous judgment of the Management Committee are necessary to enable the Company to acquire the Project from the Seller and to cause the assets of the Company to be properly operated and maintained and to discharge its costs, expenses, obligations, and liabilities, including without limitation its Sharing Ratio of the purchase price set forth in the Asset Sale Agreement, and its Sharing Ratio of Working Capital Requirements in order to bring current Company bank accounts to an amount equal to the Working Capital Requirements, as more particularly described in Section 5.01 below. The Management Committee shall notify each other Member of the need for Capital Contributions pursuant to this Section 4.02 when appropriate, which notice must include a statement in reasonable detail of the proposed uses of the Capital Contributions and a date (which date may be no earlier than the fifth Business Day following each Member's receipt of its notice) before which the Capital Contributions must be made. Notices for Capital Contributions must be made to all Members in accordance with their Sharing Ratios.

  • Members Capital Contributions (a) Initial Capital Contribution. The initial Capital Contribution described on Schedule 1 (the “Property”) was made by the previous Member.

  • No Additional Capital Contributions Except as otherwise provided in this Article V, no Partner shall be required to make additional Capital Contributions to the Partnership without the consent of such Partner or permitted to make additional capital contributions to the Partnership without the consent of the General Partner.

  • Capital Contributions Capital Accounts The capital contribution of the Sole Member is set forth on Annex A attached hereto. Except as required by applicable law, the Sole Member shall not at any time be required to make additional contributions of capital to the Company. The capital accounts of the members shall be adjusted for distributions and allocations made in accordance with Section 8.

  • Capital Contributions Distributions 10 SECTION 5.1

  • Additional Capital Contributions and Issuances of Additional Partnership Interests Except as provided in this Section 4.2 or in Section 4.3, the Partners shall have no right or obligation to make any additional Capital Contributions or loans to the Partnership. The General Partner may contribute additional capital to the Partnership, from time to time, and receive additional Partnership Interests in respect thereof, in the manner contemplated in this Section 4.2.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!