Listing of Shares The Company hereby agrees to use commercially reasonable best efforts to maintain the listing or quotation of the ADSs, and Ordinary Shares on each Trading Market on which each is currently listed, and concurrently with the Closing, the Company shall apply to list or quote all of the Shares and/or ADSs on such Trading Markets and promptly secure the listing of all of the ADSs and Shares on such Trading Markets. The Company further agrees, if the Company applies to have the Ordinary Shares or ADSs traded on any other Trading Market, it will then include in such application all of the ADSs, Shares, and will take such other action as is necessary to cause all of the ADSs, Shares to be listed or quoted on such other Trading Market as promptly as possible. The Company will then take all action reasonably necessary to continue the listing and trading of its ADSs and Ordinary Shares on a Trading Market and will comply in all material respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Trading Market. The Company agrees to use commercially reasonable efforts to maintain the eligibility of the ADSs for electronic transfer through the Depository Trust Company or another established clearing corporation, including, without limitation, by timely payment of fees to the Depository Trust Company or such other established clearing corporation in connection with such electronic transfer.
Listing of Common Shares As of each Advance Date, the Shares to be sold by the Company from time to time hereunder will have been registered under Section 12(b) of the Exchange Act and approved for listing on the Principal Market, subject to official notice of issuance.
Listing of Common Stock The Company hereby agrees to use best efforts to maintain the listing or quotation of the Common Stock on the Trading Market on which it is currently listed, and concurrently with the Closing, the Company shall apply to list or quote all of the Shares and Warrant Shares on such Trading Market and promptly secure the listing of all of the Shares and Warrant Shares on such Trading Market. The Company further agrees, if the Company applies to have the Common Stock traded on any other Trading Market, it will then include in such application all of the Shares and Warrant Shares, and will take such other action as is necessary to cause all of the Shares and Warrant Shares to be listed or quoted on such other Trading Market as promptly as possible. The Company will then take all action reasonably necessary to continue the listing and trading of its Common Stock on a Trading Market and will comply in all respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Trading Market. The Company agrees to maintain the eligibility of the Common Stock for electronic transfer through the Depository Trust Company or another established clearing corporation, including, without limitation, by timely payment of fees to the Depository Trust Company or such other established clearing corporation in connection with such electronic transfer.
Listing of Securities The Company agrees, (i) if the Company applies to have the Common Stock traded on any other Trading Market, it will include in such application the Shares and Warrant Shares, and will take such other action as is necessary or desirable to cause the Shares and Warrant Shares to be listed on such other Trading Market as promptly as possible, and (ii) it will take all action reasonably necessary to continue the listing and trading of its Common Stock on a Trading Market and will comply in all material respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Trading Market.
Posting of Vacancies Before any vacancy is posted, any displaced teacher with proper certification shall fill said vacancy. Vacancies shall be posted in accordance with the following:
A. Vacancies occurring between the end of the school year and August 5 shall be posted in accordance with the following provisions:
1. The Superintendent will prepare lists of vacancies to be posted and filled. Such posting shall occur within five (5) workdays of the date the vacancy is known.
2. Applications for vacancies shall be submitted to the Superintendent within five (5) workdays of the date which appears on the posting. A copy of all postings will be given to the NEA President. Employees shall be notified of any openings via their work email and posted on the district’s website.
3. Each notice of vacancy shall clearly set forth the title of the position, qualifications for the position, grade level (if known), duties, salary, procedure for application, the deadline for submitting the application, and the person to whom the application is to be submitted. The notice is subject to change as the needs of the school system change, but any change shall result in the reposting of the position(s) unless otherwise mutually agreed upon by the Superintendent and NEA President.
4. All vacancies and assignments are subject to change due to decrease in enrollment, reassignment of students, and/or school closings.
5. The position shall be filled no later than ten (10) workdays after the posting period. This shall apply when the position is being filled by an employee.
B. Existing position(s) that become vacant after the August Board Meeting shall be awarded to the most senior bargaining unit member who is on the recall list, provided he/she possesses the proper certification/licensure, if comparable evaluations. Evaluation ratings shall be the determining factor governing the selection of the recalled employee. They shall remain in the position for the school year, or whatever portion of the year is remaining.
1. Any bargaining unit member on the recall list who possesses the proper certification/licensure for the vacancy and who is offered a position after the start of the school year and declines the position will not lose his/her recall rights.
2. The Board may, absent a properly certified/licensed individual on the recall list, or if there is a properly certified/licensed individual on the recall list who declines the position after the start of the school year, hire a new employee or a substitute to fill the vacancy for the school year, or whatever portion of the year remains.
C. Vacancies that are filled under the provisions of Section 6.032 B of the Agreement shall be posted for the ensuing school year no later than April 15 of each school year unless extenuating circumstances arise in which the posting will be made as soon as practicable. The posting(s) shall adhere to the provisions set forth in Section 6.032 A. 2. through A. 5. of the Agreement.
D. For all newly created positions while schools are in session the following shall apply:
1. The Superintendent will prepare lists of vacancies to be posted and filled in all schools as such vacancies occur. Such posting shall occur within five (5) workdays of the date the vacancy is known.
2. While schools are in session, all vacancies shall be posted in all buildings for a period of five (5) workdays.
3. When schools are in session, applications for vacancies shall be submitted to the Superintendent within five (5) workdays of the date which appears on the posting. Sufficient copies of the postings shall be made available to all NEA building representatives. During the summer months, when schools are not in session, employees shall be notified of any openings via their work email and posted on the District’s website.
4. Each notice of vacancy shall clearly set forth the title of the position, qualifications for the position, grade level (if known), duties, salary, procedure for application, the deadline for submitting the application, and the person to whom the application is to be submitted. The notice is subject to change as the needs of the school system change, but any change shall result in the reposting of the position(s).
5. All vacancies and assignments are subject to change due to decrease in enrollment, reassignment of students, and/or school closings.
6. The position shall be filled no later than ten (10) workdays after the posting period. This shall apply when the position is being filled by an employee.
Listing on Nasdaq The Shares will be approved for listing on the Nasdaq Capital Market (“Nasdaq”) by the Closing Date, subject to official notice of issuance, and the Company has taken no action designed to, or likely to have the effect of, terminating the listing of the Securities on Nasdaq nor has the Company received any notification that Nasdaq is contemplating revoking or withdrawing approval for listing of the Securities.
Listing/DTC The Company shall promptly secure the listing of all of the Purchase Shares and Commitment Shares to be issued to the Investor hereunder on the Principal Market (subject to official notice of issuance) and upon each other national securities exchange or automated quotation system, if any, upon which the Common Stock is then listed, and shall use commercially reasonable efforts to maintain, so long as any shares of Common Stock shall be so listed, such listing of all such Securities from time to time issuable hereunder. The Company shall use commercially reasonable efforts to maintain the listing of the Common Stock on the Principal Market and shall comply in all respects with the Company’s reporting, filing and other obligations under the bylaws or rules and regulations of the Principal Market. Neither the Company nor any of its Subsidiaries shall take any action that would reasonably be expected to result in the delisting or suspension of the Common Stock on the Principal Market. The Company shall promptly, and in no event later than the following Business Day, provide to the Investor copies of any notices it receives from any Person regarding the continued eligibility of the Common Stock for listing on the Principal Market; provided, however, that the Company shall not be required to provide the Investor copies of any such notice that the Company reasonably believes constitutes material non-public information and the Company would not be required to publicly disclose such notice in any report or statement filed with the SEC and under the Exchange Act or the Securities Act. The Company shall pay all fees and expenses in connection with satisfying its obligations under this Section 5(c). The Company shall take all action necessary to ensure that its Common Stock can be transferred electronically as DWAC Shares.
Listing of Ordinary Shares The Company hereby agrees to use best efforts to maintain the listing or quotation of the Ordinary Shares on the Trading Market on which it is currently listed, and concurrently with the Closing, the Company shall apply to list or quote all of the Shares and Warrant Shares on such Trading Market and promptly secure the listing of all of the Shares and Warrant Shares on such Trading Market. The Company further agrees, if the Company applies to have the Ordinary Shares traded on any other Trading Market, it will then include in such application all of the Shares and Warrant Shares, and will take such other action as is necessary to cause all of the Shares and Warrant Shares to be listed or quoted on such other Trading Market as promptly as possible. The Company will then take all action reasonably necessary to continue the listing and trading of its Ordinary Shares on a Trading Market and will comply in all respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Trading Market. The Company agrees to maintain the eligibility of the Ordinary Shares for electronic transfer through the Depository Trust Company or another established clearing corporation, including, without limitation, by timely payment of fees to the Depository Trust Company or such other established clearing corporation in connection with such electronic transfer.
Reservation and Listing of Securities (a) The Company shall maintain a reserve from its duly authorized shares of Common Stock for issuance pursuant to the Transaction Documents in such amount as may then be required to fulfill its obligations in full under the Transaction Documents.
(b) If, on any date, the number of authorized but unissued (and otherwise unreserved) shares of Common Stock is less than the Required Minimum on such date, then the Board of Directors shall use commercially reasonable efforts to amend the Company’s certificate or articles of incorporation to increase the number of authorized but unissued shares of Common Stock to at least the Required Minimum at such time, as soon as possible and in any event not later than the 75th day after such date.
(c) The Company shall, if applicable: (i) in the time and manner required by the principal Trading Market, prepare and file with such Trading Market an additional shares listing application covering a number of shares of Common Stock at least equal to the Required Minimum on the date of such application, (ii) take all steps necessary to cause such shares of Common Stock to be approved for listing or quotation on such Trading Market as soon as possible thereafter, (iii) provide to the Purchasers evidence of such listing or quotation and (iv) maintain the listing or quotation of such Common Stock on any date at least equal to the Required Minimum on such date on such Trading Market or another Trading Market.
Listing The Company shall promptly secure the listing of the Conversion Shares upon each national securities exchange or automated quotation system, if any, upon which shares of Common Stock are then listed (subject to official notice of issuance) and, so long as the Buyer owns any of the Securities, shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all Conversion Shares from time to time issuable upon conversion of the Note. The Company will obtain and, so long as the Buyer owns any of the Securities, maintain the listing and trading of its Common Stock on the OTCBB or any equivalent replacement exchange, the Nasdaq National Market (“Nasdaq”), the Nasdaq SmallCap Market (“Nasdaq SmallCap”), the New York Stock Exchange (“NYSE”), or the American Stock Exchange (“AMEX”) and will comply in all respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Financial Industry Regulatory Authority (“FINRA”) and such exchanges, as applicable. The Company shall promptly provide to the Buyer copies of any notices it receives from the OTCBB and any other exchanges or quotation systems on which the Common Stock is then listed regarding the continued eligibility of the Common Stock for listing on such exchanges and quotation systems.
