Issued Shares and Options Sample Clauses

Issued Shares and Options. Section 3.1.5 of the OncoGenex Disclosure Schedule sets forth a true and complete list, as of the date hereof, of all of the issued and outstanding OncoGenex Shares, including the registered holders of all such shares, and all of the outstanding and unexercised OncoGenex Options, including the name of each holder, dates of grant, exercise prices, expiry dates and exercise or vesting dates of such OncoGenex Options, whether and to what extent the exercisability of such OncoGenex Options will be accelerated upon consummation of the transactions contemplated by this Agreement or any termination of employment thereafter, and the number of OncoGenex Shares which are the subject thereof. Except as disclosed in Section 3.1.5 of the OncoGenex Disclosure Schedule, the certificates evidencing the OncoGenex Shares bear no restrictive legends and none of the articles or by-laws of OncoGenex, the Shareholders' Agreement or any other shareholder agreement or unanimous shareholder agreement governing the affairs of OncoGenex or the relationship, rights and duties of shareholders contains or provides for any restrictions or restrictive legends with respect to the OncoGenex Shares or any of them, other than restrictions contained in the Shareholders' Agreement, which will terminate as of the Effective Time.
Sample 1
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Issued Shares and Options. Of the authorized capital of the Corporation, on the date hereof 2,331,374 common shares without par value (and no more), being all the issued and outstanding shares of the Corporation, have been duly and validly allotted and issued and are outstanding as fully paid and non-assessable shares and immediately prior to Closing 2,432,442 common shares without par value (and no more), being all the issued and outstanding shares of the Corporation at such time, will have been duly and validly allotted and will be issued and outstanding as fully paid and non-assessable shares. Schedule 2 sets forth a true and complete list of all outstanding common shares and the registered holders of all such shares. Schedule 3 sets forth a true and complete list of all Options, including the date of grant, the holder of the options, the exercise price therefore and the extent to which such Options have vested or become currently exercisable as of the date hereof and to the extent not so vested or exercisable, the schedule on which such Options will vest or become exercisable. As of the date hereof, options to purchase 223,746 Common Shares (and no more) are outstanding, 101,068 of which will have vested on or before Closing and 122,678 of which will not have vested on or before Closing. All options which will have vested on or before the Closing Date will have been duly exercised before Closing. Except as disclosed in the Disclosure Schedule, the certificates evidencing the Purchased Shares bear no restrictive legends and none of the Articles of Incorporation or by-laws of the Corporation or any shareholder agreement or unanimous shareholder agreement governing the affairs of the Corporation or the relationship, rights and duties of shareholders contains or provides for any restrictions or restrictive legends with respect to the Purchased Shares or any of them.
Sample 1
Issued Shares and Options. Section 3.1.5 of the Target Disclosure Schedule sets forth a true and complete list, as of the date hereof, of all of the issued and outstanding Target Shares, including the registered holders of all such shares, and all of the outstanding and unexercised Target Options, including the holders, dates of grant, exercise prices, expiry dates and exercise or vesting dates of such Target Options and the number of Target Shares which are the subject thereof. Except as disclosed in Section 3.1.5 of the Target Disclosure Schedule, the certificates evidencing the Target Shares bear no restrictive legends and none of the articles or by-laws of Target, the Shareholders' Agreement or any other shareholder agreement or unanimous shareholder agreement governing the affairs of Target or the relationship, rights and duties of shareholders contains or provides for any restrictions or restrictive legends with respect to the Target Shares or any of them, other than restrictions contained in the Shareholders' Agreement, which will terminate as of the Effective Time.
Sample 1
Issued Shares and Options. The Abatis Disclosure Schedule sets forth a true and complete list, as of the date hereof, of all of the issued and outstanding Abatis Shares, including the registered holders of all such shares, and all of the outstanding and unexercised Abatis Options, including the holders, dates of grant, exercise prices, expiry dates and exercise or vesting dates of such Abatis Options and the number of Abatis Shares which are the subject thereof. Except as disclosed in the Abatis Disclosure Schedule, the certificates evidencing the Abatis Shares bear no restrictive legends and none of the articles or by-laws of Abatis, the Shareholders' Agreement or any other shareholder agreement or unanimous shareholder agreement governing the affairs of Abatis or the relationship, rights and duties of shareholders contains or provides for any restrictions or restrictive legends with respect to the Abatis Shares or any of them, other than restrictions contained in the Shareholders' Agreement, which will terminate as of the Effective Time.
Sample 1

Related to Issued Shares and Options

  • Issued Shares The Acquiring Fund Shares to be issued and delivered to the Acquired Fund for the account of the Acquired Fund (and to be distributed immediately thereafter to its shareholders) pursuant to this Agreement, will have been duly authorized at the Effective Time. Said shares when issued and delivered will be registered under the 1933 Act, will be duly and validly issued, fully paid and non-assessable. No shareholder of the Acquiring Fund shall have any statutory or contractual preemptive right of subscription or purchase in respect thereof.

  • NUMBER OF SHARES AND EXERCISE PRICE The number of shares of Common Stock subject to your option and your exercise price per share referenced in your Grant Notice may be adjusted from time to time for Capitalization Adjustments.

  • ISSUED STOCK All the outstanding shares of its Common Stock are duly authorized and validly issued, fully paid and non-assessable.

  • Stock and Stock Options Subject to vesting, as set forth on Exhibit B, the Company will issue to Director stock and options as set forth and described on Exhibit B. Company shall issue said stock and options within sixty (60) days from the execution of this Agreement by both parties.

  • Warrants and Options In the event that, during the term of this Agreement, subscription, spin-off, warrants, dividends, or any other rights or option shall be issued in connection with the Collateral, such warrants, dividends, rights and options shall be immediately delivered to Secured Party to be held under the terms hereof in the same manner as the Collateral.

  • Shares The term “

  • Futures and Options If, pursuant to an Instruction, the Custodian shall become a party to an agreement with the Fund and a futures commission merchant regarding margin (Tri-Party Agreement), the Custodian shall (a) receive and retain, to the extent the same are provided to the Custodian, confirmations or other documents evidencing the purchase or sale by the Fund of exchange-traded futures contracts and commodity options, (b) when required by such Tri-Party Agreement, deposit and maintain in an account opened pursuant to such Agreement (Margin Account), segregated either physically or by book-entry in a Securities Depository for the benefit of any futures commission merchant, such Investments as the Fund shall have designated as initial, maintenance or variation "margin" deposits or other collateral intended to secure the Fund's performance of its obligations under the terms of any exchange-traded futures contracts and commodity options; and (c) thereafter pay, release or transfer Investments into or out of the Margin Account in accordance with the provisions of the such Agreement. Alternatively, the Custodian may deliver Investments, in accordance with an Instruction, to a futures commission merchant for purposes of margin requirements in accordance with Rule 17f-6. The Custodian shall in no event be responsible for but shall give prompt notice to the Fund in the event it becomes aware of the acts and omissions of any futures commission merchant to whom Investments are delivered pursuant to this Section; for the sufficiency of Investments held in any Margin Account; or, for the performance of any terms of any exchange-traded futures contracts and commodity options.

  • Purchase of Option Shares Subject to all the terms and conditions of this Agreement, the Company grants to the Representative on behalf of the Underwriters the Option to purchase, severally and not jointly, all or less than all of the Option Shares. The purchase price (net of discount and commissions) to be paid for each Option Share will be the same Purchase Price (net of discount and commissions) allocated to each Firm Share. The Option may be exercised in whole or in part at any time and from time to time on or before the 45th day after the date of this Agreement, upon written notice (the “Option Notice”) by the Representative to the Company no later than 12:00 noon, New York City time, at least one and no more than five business days before the date specified for closing in the Option Notice (the “Option Closing Date”) setting forth the aggregate number of Firm Shares to be purchased and the time and date for such purchase. Upon exercise of the Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms and conditions set forth herein, the Underwriters will become obligated to purchase, the number of Firm Shares specified in the Option Notice. If any Option Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Option Shares that, together with the number of Firm Shares, is set forth on Schedule A opposite such Underwriter’s name. For purposes of this Agreement, “business day” means any day except Saturday, Sunday and any day which is a federal legal holiday or a day on which banking institutions in the State of New York are authorized or required by law or other governmental action to close.

  • Reacquired Shares Any shares of Series A Preferred Stock purchased or otherwise acquired by the Corporation in any manner whatsoever shall be retired and cancelled promptly after the acquisition thereof. All such shares shall upon their cancellation become authorized but unissued shares of Preferred Stock and may be reissued as part of a new series of Preferred Stock subject to the conditions and restrictions on issuance set forth herein, in the Certificate of Incorporation, or in any other Certificate of Designations creating a series of Preferred Stock or any similar stock or as otherwise required by law.

  • Options, Warrants, Reserved Shares Except for (i) the warrant issued to Value Partners Greater China High Yield Income Fund in March 2019, (ii) any A Shares (and options and warrants therefor) reserved for issuance to the employees, directors, and consultants of the Group Companies pursuant to any equity incentive plan that may be adopted from time to time by the Company, (iii) as provided in the Restated Articles, and (iv) any A Shares to be issued to certain potential investors for this financing round on or around April 30, 2019, including the transactions contemplated herein, there are no options, warrants, conversion privileges, agreements, or rights of any kind with respect to the issuance or purchase of the Purchased Shares or any other securities of the Company. Apart from any exceptions noted in the Restated Articles, no outstanding shares (including the Purchased Shares), or shares issuable upon exercise or exchange of any outstanding options, warrants, or other shares issuable by the Company, are subject to any preemptive rights, rights of first refusal, or other rights of any kind to purchase such shares (whether in favor of the Company or any other person).

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