Issuance of Additional Preferred Shares. So long as any RVMTP Shares are Outstanding, the Fund may, without the vote or consent of the Holders thereof authorize, establish and create and issue and sell shares of one or more series of Preferred Shares, ranking on a parity with RVMTP Shares as to the payment of dividends and the distribution of assets upon dissolution, liquidation or the winding up of the affairs of the Fund, in addition to then Outstanding Series of RVMTP Shares, including additional Series of RVMTP Shares, and authorize, issue and sell additional shares of any such series of Preferred Shares then outstanding or so established or created including additional Series of RVMTP Shares, in each case in accordance with applicable law, provided that the Fund shall, immediately after giving effect to the issuance of such Preferred Shares and to its receipt and application of the proceeds thereof, including to the redemption of Preferred Shares with such proceeds, have 1940 Act Asset Coverage (calculated in the same manner as is contemplated by Section 2.4(b)). See also Section 11.8(e)(iv) of the Auction Preferred Statement for additional provisions regarding issuance of additional preferred shares by the Fund.
Issuance of Additional Preferred Shares. So long as any VMTP Shares are Outstanding, the Fund may, without the vote or consent of the Holders thereof, authorize, establish and create and issue and sell shares of one or more series of Preferred Shares ranking on a parity with VMTP Shares as to the payment of dividends and the distribution of assets upon dissolution, liquidation or the winding up of the affairs of the Fund, in addition to then Outstanding Series of VMTP Shares, including additional Series of VMTP Shares, and authorize, issue and sell additional shares of any such Series of Preferred Shares then outstanding or so established or created including additional Series of VMTP Shares, in each case in accordance with applicable law, provided that the Fund shall, immediately after giving effect to the issuance of such Preferred Shares and to its receipt and application of the proceeds thereof, including to the redemption of Preferred Shares with such proceeds, have 1940 Act Asset Coverage (calculated in the same manner as is contemplated by Section 2.4(b)).
Issuance of Additional Preferred Shares. Without the consent of the Purchasers, the Company shall not issue any Preferred Shares (other than the issuance and sale of Preferred Shares pursuant to this Agreement) to any Person that is not named in the definition of "Strategic Sale" contained in the Memorandum of Association.
Issuance of Additional Preferred Shares. The Company may issue those shares of Series A Preferred Stock as contemplated by and pursuant to the terms and conditions of the US WEST Agreement (such shares are referred to herein as the "Additional Preferred Shares"). The Purchasers by consummating the purchase of the Preferred Shares, thereby grant their consent, as holders of Series A Preferred Stock and pursuant to paragraph 5(b)(12) of the Certificate of Designation, to the above-described issuance of the Additional Preferred Shares and waive any rights, including preemptive rights, they may have under the Shareholders' Agreement with respect to the issuance of the Additional Preferred Shares.
Issuance of Additional Preferred Shares. If a Registration Event shall occur, then for each period of 30 days (or any portion thereof) that any Registration Event shall continue, the Company shall issue and deliver, or cause to be issued and delivered, within two business days after each Computation Date, to the Initial Investor 32 (pro rated in the case of any Computation Date that is less than 30 days after another Computation Date) additional shares of Series A Preferred Stock.
Issuance of Additional Preferred Shares. Purchaser shall ----------------------------------------------------- ensure that, at all relevant times, there shall be sufficient authorized and unissued shares of Series I Preferred Stock to accommodate the issuance of all Consideration Shares that are to be issued under this Agreement.
Issuance of Additional Preferred Shares. The Parties acknowledge that, immediately prior to the Effective Time, certain Company Preferred Shares will be issued by the Company in settlement of litigation involving two shareholders of the Company (the "Settlement"). Upon issuance, such Preferred Shares shall be pari passu with all Company Preferred Shares outstanding as of the date of this Agreement, and in the Merger and otherwise shall be treated identically with all other Company Preferred Shares. At the time of issuance of the additional Company Preferred Shares, the two shareholders shall become signatories to this Agreement and shall thereafter (but not before) be considered Principals, subject to all benefits and burdens attributable to Principals under this Agreement.
Issuance of Additional Preferred Shares. In the event that at any time after the date of this Agreement the Company issues to any person other than the Investor any shares of its capital stock, including without limitation shares of capital stock convertible into shares of the Company’s capital stock or shares issued upon the exercise of outstanding options and warrants or issued pursuant to adjustments under the anti-dilution rights of any holders of any outstanding shares of capital stock, options, warrants or other rights to acquire any security of the Company, then unless the Investor shall otherwise agree, the Company shall issue to the Investor for no additional consideration a number of additional shares of Series C Preferred Stock (“Additional Preferred Shares” and, together with the Initial Preferred Shares and the Preferred Conversion Shares (as hereinafter defined), the “Preferred Shares”) equal to that number of shares that when added to the number of shares held by the Investor immediately prior to such issuance will be convertible into a number of shares of Common Stock equal to the percentage of the outstanding shares of the Company’s Common Stock issuable to the Investor upon conversion of the Series C Preferred Stock immediately prior to such issuance assuming conversion of all outstanding shares of the Preferred Stock. The foregoing shall not apply to issuances of capital stock by the Company solely for the purpose of raising sufficient funds to allow the Company to exercise its right of first refusal pursuant to the Stockholders Agreement (as defined below), subject to the limitations set forth in Section 2.3(i) of the Stockholders Agreement.
Issuance of Additional Preferred Shares. In the event the Corporation sells shares of its common stock or common stock equivalents (i.e., securities convertible into common stock) at an effective price per common share of less than $3.00 per share (such lesser per share amount referred to as the "Adjusted Per Share Amount"), the Corporation shall issue to each member of the Investment Syndicate such additional shares of Series B Preferred Stock equal to the aggregate dollar amount of the investment of such party divided by the Adjusted Per Share Amount less the number of Preferred Shares already issued to such party.
Issuance of Additional Preferred Shares. The Company may issue (i) up to an additional Six Thousand (6,000) Preferred Shares to US WEST or its affiliates on terms no more favorable to such investor than the terms of the Series A Preferred Stock, or to one or more other investors, which investors may include the Key Employees, on terms no more favorable to the investors than the terms of the Series A Preferred Stock; (ii) up to 44,000 shares of Series A Preferred Stock to the Purchasers (defined below) pursuant to the Amended and Restated Stock Purchase Agreement, dated as of June 22, 1998, by and among the Company and Blue Chip Capital Fund II Limited Partnership ("Blue Chip"), Miami Valley Venture Fund L.P. ("Miami Valley"), Grotech Partners IV L.P. ("Grotech"), Southern Venture Fund SBIC, L.P. ("Xxxxxx"), Southern Venture Fund II, L.P. ("Xxxxxx II"), Venrock Associates ("Venrock") and Venrock Associates II, L.P. ("Venrock II", Blue Chip, Miami Valley, Grotech, Xxxxxx, Xxxxxx II, Venrock and Venrock II are referred to collectively as the "Purchasers"); and (iii) 1,666.67 shares of Series A Preferred Stock to Xxxxxxxxxxx X. XxXxxxxx (any or all of the foregoing, the "Additional Preferred Shares"). In addition to the foregoing, the Additional Preferred Shares shall have the rights, preferences and privileges as the Board of Directors shall determine. The Purchaser by consummating the purchase of the Preferred Shares, thereby grants its consent, as a holder of Series A Preferred Stock and pursuant to paragraph 5(b)(12) of the Certificate of Designation, to the above-described issuance of the Additional Preferred Shares.
