Issuance of Shares by the Company. In the future, the Company may issue Shares to Persons and require them, at the time of and as a condition to such issuance, to become a party to this Agreement by executing and delivering an Assumption Agreement and, upon executing and delivering an Assumption Agreement and having their name entered into the Register, will be treated as a Shareholder for all purposes hereof.
Issuance of Shares by the Company. On and subject to the conditions set forth in this Agreement, the Company will issue to the Shareholders, in exchange for _________ Wealthlink Shares, which represents all of the issued and outstanding capital stock of Wealthlink, an aggregate of ________ shares of Common Stock. The Common Stock will be issued to the Shareholders in the amounts set forth after their respective names in Schedule I to this Agreement.
Issuance of Shares by the Company. On and subject to the conditions set forth in this Agreement, the Company will issue to the Shareholders, in exchange for 3,432,749 Data Storage Shares, which represents all of the issued and outstanding capital stock of Data Storage, an aggregate of 93,500,000 shares of Common Stock. The Common Stock will be issued to the Shareholders in the amounts set forth after their respective names in Schedule I to this Agreement.
Issuance of Shares by the Company. On and subject to the conditions set forth in this Agreement, on the Closing Date (as hereinafter defined), the Company will issue to the Shareholder, in exchange for all of the Bluefin Shares, which represent all of the issued and outstanding capital stock of Bluefin, an aggregate of 30,000,000 shares (the “Shares”) of Common Stock.
Issuance of Shares by the Company. All the Purchased Shares and the Offered Shares to be issued by the Company hereunder have been duly authorized for issuance and will at the Closing Time be duly and validly created and issued and will be fully paid and non- assessable, will have been issued in compliance with all applicable laws and not in violation of or subject to any pre-emptive or similar right that entitles any person to acquire from the Company any common shares of the Company or other security of the Company or any security convertible into, or exercisable for, common shares of the Company or any other such security and will conform to the description thereof contained in the Prospectus. If applicable, all the Additional Shares to be issued by the Company to the Underwriters hereunder will have been duly authorized for issuance and will at the Option Closing Time be duly and validly created and issued and will be fully paid and non- assessable, will have been issued in compliance with all applicable laws and not in violation of or subject to any pre-emptive or similar right that entitles any person to acquire from the Company any common shares of the Company or other security of the Company or any security convertible into, or exercisable for, common shares of the Company or any other such security and will conform to the description thereof contained in the Prospectus. The form of the definitive certificate representing the Shares and the Offered Shares has been duly approved and adopted by the Company and complies with all legal requirements (including any applicable requirements of TSX) relating thereto.
Issuance of Shares by the Company. In exchange for each of the Partnership Interests transferred by the Plausteiners to the Company pursuant to Section 1 and all of the GP Common Stock transferred by Xxxxx to the Company pursuant to Section 2, the Company hereby issues to each of Xxxxx and Xxxxxx 603,750 of duly authorized, validly issued, fully paid and nonassessable shares of Company Common Stock.
Issuance of Shares by the Company. In exchange for each of the Partnership Interests transferred by the Plausteiners to the Company pursuant to Section 1 and all of the GP common Stock transferred by Xxxxx to the Company pursuant to Section 2, the Company hereby issues to Xxxxx and Xxxxxx the following number of duly authorized, validly issued, fully paid and nonassessable shares of Company Common Stock: Xxxxx: ___ shares of Company Common Stock for Susan's partnership interests in Resort L.P. ___ shares of Company Common Stock for Susan's partnership interests in Hotel L.P. ___ shares of Company Common Stock for Susan's partnership interests in Realty L.P. ___ shares of Company Common Stock for Susan's common stock in Ski ___ shares of Company Common Stock for Susan's common stock in Hotel ___ shares of Company Common Stock for Susan's common stock in Realty ___ shares of Company Common Stock for Susan's common stock in Foods Xxxxxx: ___ shares of Company Common Stock for Steven's partnership interests in Resort L.P. ___ shares of Company Common Stock for Steven's partnership interests in Hotel L.P. ___ shares of Company Common Stock for Steven's partnership interests in Realty L.P. ___ shares of Company Common Stock for Steven's common stock in Foods
Issuance of Shares by the Company. On and subject to the conditions set forth in this Agreement, the Company will issue to the Shareholders, in exchange for all of the CTI Shares, which represent all of the issued and outstanding capital stock of CTI, an aggregate of 10,000,000 shares of Common Stock (the “Shares”). The number of Shares to be issued to each Shareholder will be as set forth opposite each Shareholder’s name on Schedule A.
Issuance of Shares by the Company. On and subject to the conditions set forth in this Agreement, the Company will issue to the Shareholders, in exchange for _____ ComedyNet Shares, which represents all of the issued and outstanding capital stock of ComedyNet, an aggregate of 68,000,000 shares of Common Stock. Such shares of Common Stock shall be used to pay all outstanding ComedyNet debt including notes, personal obligations of Xxxx Xxxxx, and purchase of certain ComedyNet equity holdings prior to the issuance to any Shareholder. The remaining shares of Common Stock will be issued to the Shareholders in the amounts set forth after their respective names in Schedule I to this Agreement. The Company shall hold 15,000,000 shares of the Common Stock to be issued to ComedyNet (the “Hold Back Shares”) pursuant to the terms of an escrow and holdback agreement, substantially in the form attached hereto as Exhibit E (“Escrow and Holdback Agreement”), in escrow for a period of one (1) year from the Closing Date (“Escrow Period”). The Hold Back Shares shall be used to offset any liabilities which were not disclosed on the closing balance sheet of ComedyNet, which shall be dated as of the day immediately preceding the Closing Date and which are discovered during the Escrow Period. The number of shares to be used to offset any undisclosed liabilities discovered during the Escrow Period shall be calculated based on the total amount of any such undisclosed liability divided by the closing bid price of the common stock on the day of discovery of any such undisclosed liability. On the six (6) month anniversary of the Closing Date, the Company shall release fifty percent (50%) of the Hold Back Shares held in escrow, minus any shares used to offset any undisclosed liabilities prior to such escrow release.
(1). The Common Stock shall be issued to ComedyNet in the following manner:
(i) 530,000 shares of the Company’s Series A Preferred Stock, $0.001 par value (the “Series A Preferred Stock”). Each share of Series A Preferred Stock shall be convertible into 100 shares of the Company’s Common Stock, or an aggregate of 53,000,000 shares of Common Stock pursuant to the terms of the Series A Preferred Stock certificate of designation, a form of which is attached hereto as Exhibit D. The Series A Preferred Stock shall automatically convert into shares of the Company’s Common Stock at such time as the Company has filed a certificate of amendment with the State of Nevada to increase the authorized shares of common stoc...
Issuance of Shares by the Company. On and subject to the conditions set forth in this Agreement, the Company will issue to the Shareholders, in exchange for 4,000,000 Xxxxx Xxx Shares, which represents all of the issued and outstanding capital stock of Xxxxx Xxx, an aggregate of 16,000,000 shares of Common Stock of which 1,000,000 shares will be deposited into escrow and which will be released to the Shareholders upon meeting certain conditions as set forth in a separate letter agreement between the Company and the Shareholders. The Common Stock will be issued to the Shareholders in the amounts set forth after their respective names in Schedule I to this Agreement.
