Maintenance Rights. (a) The Company hereby grants to the Purchaser the right to purchase a pro rata share of New Securities (as defined in this Section 9) which the Company may, from time to time, propose to sell and issue. The Purchaser's pro rata share, for purposes of this right, is the ratio of the number of shares of Common Stock owned by the Purchaser immediately prior to the issuance of New Securities, assuming full conversion of the Shares, to the total number of shares of Common Stock outstanding immediately prior to the issuance of New Securities, assuming full conversion of the Shares and exercise of all outstanding rights, options and warrants to acquire Common Stock of the Company. "New Securities" shall mean any capital stock (including Common Stock and/or Preferred Shares) of the Company whether now authorized or not, and rights, options or warrants to purchase such capital stock, and securities of any type whatsoever that are, or may become, convertible into or exchangeable for capital stock; provided that the term "New Securities" does not include (i) securities issued upon conversion of the Shares; (ii) securities issued pursuant to the acquisition of another business entity or business segment of an entity or property (other than cash) of an entity or person; (iii) securities issued to employees, consultants, officers or directors of the Company pursuant to any stock option, stock purchase or stock bonus plan, agreement or arrangement approved by the Board of Directors; (iv) securities issued in a public offering pursuant to a registration under the Securities Act; and (v) securities issued in connection with any stock split, stock dividend or recapitalization of the Company.
Maintenance Rights. The Stockholders shall have the right (which may be exercised in whole or in part) to purchase their respective proportionate share of any additional capital stock issued by the Company, at the same Price and on the same terms as the capital stock to be sold by the Company. The number of shares or other units of capital stock the Stockholders shall have a right to acquire pursuant to this Article 10 shall be based upon the proportion of the total outstanding shares of Common Stock which is owned by each Stockholder. Stockholders who elect to exercise their right in full to purchase the Offered Shares shall also have the right (which may be exercised in whole or in part) to purchase their respective proportionate share of the stock that was offered but not purchased by the other Stockholders. The Company shall notify the Stockholders in writing (an "Issuance Notice") at least 10 business days prior to the issuance of any capital stock. Each Issuance Notice shall set forth the capital stock proposed to be issued and sold, the Price to be paid for such capital stock and the proposed date of issuance (the "Issuance Date"). The Stockholders shall notify the Company prior to the Issuance Date if they elect to exercise their right to purchase capital stock and if they make such an election, shall make payment in cash for the capital stock by certified check or wire transfer prior to the Issuance Date. Upon receipt of such payment by the Company, the Stockholders shall be deemed for all purposes to be the owner of such shares of capital stock, and the Company shall cause certificates representing such capital stock to be issued to the Stockholders as soon as practicable. Any Offered Shares not purchased by the Stockholders may then be offered by the Company to outside investors on the same terms offered to the Stockholders. The Company may sell capital stock described in an Issuance Notice, during a period not to exceed 90 days after the receipt of the Stockholders of the Issuance Notice. Thereafter, any issuance by the Company must again be preceded by an offer to the Stockholders. As used herein, the "Price" at which capital stock is to be issued by the Company shall be (i) in the case of cash consideration paid for such capital stock, the amount of such cash consideration and (ii) in the case of noncash consideration, the fair market value of such consideration, as determined in good faith by the members of the board of directors of the Company.
Maintenance Rights. District reserves the right to maintain its poles and to operate its facilities thereon in such manner as will best enable them to fulfill its public service requirements.
Maintenance Rights. 1 1.2 Issuance and Sale of Shares....................................1
Maintenance Rights. The Company shall offer to each holder of its outstanding Preferred Stock (a "Preferred Holder") the right to purchase Shares as required by the provisions of Section 5.1 of the Second Amended and Restated Investor Rights Agreement dated as of February 26, 1999 (the "Rights Agreement"). Any Preferred Holder that properly exercises such right and subscribes to purchase Shares shall execute this Agreement, shall become a Purchaser hereunder and shall purchase such Shares at the Second Closing (as defined in Section 2.3 hereof). The Schedule of Purchasers shall be amended as appropriate to reflect the addition of any such Purchasers after the date hereof. Prior to the Second Closing, the Company will adopt and file with the Secretary of State of the State of Delaware an amendment to the Fifth Restated Certificate for the purpose of authorizing any additional Shares to be sold pursuant to this Section 1.2.
Maintenance Rights. The Company shall have complied with the provisions of Section 5.1 of the Rights Agreement, as specified in Section 1.2 hereof, to the extent applicable.
Maintenance Rights. 13 Section 10. Miscellaneous . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 (a) Entire Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 (b) Notices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 (c) Governing Law . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 (d) Counterparts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 (e) Expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 (f) Assignment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 (g) Dispute Resolution . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 -ii- 4 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the "Agreement") is made and entered into as of the 21st of July, 1997, by and between Inland Resources Inc. (the "Company") and Joint Energy Development Investments Limited Partnership (the "Purchaser").
Maintenance Rights. 13 Section 10. Miscellaneous ............................................... 14 (a) Entire Agreement ............................................ 14 (b) Notices ..................................................... 14 (c) Governing Law ............................................... 15 (d) Counterparts ................................................ 16 (e) Expenses .................................................... 16 (f) Assignment .................................................. 16 (g) Dispute Resolution .......................................... 16 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the "Agreement") is made and entered into as of the 21st of July, 1997, by and between Inland Resources Inc. (the "Company") and Joint Energy Development Investments Limited Partnership (the "Purchaser").
Maintenance Rights. Developer shall have the right, but not the obligation, to enter upon, repair or maintain any of the Project, Reservations, and Project Lands and Improvements for no consideration that are not properly or adequately maintained by the District after conveyance thereof to the District, in accordance with operation and maintenance standards to be established at the time of conveyance to the District.
Maintenance Rights. The Licensor reserves for itself, its successors and assigns, the right to maintain its poles and to operate its facilities thereon in such manner as will best enable it to fulfill its public service requirements.
