NO ADDITIONAL STOCK Sample Clauses

NO ADDITIONAL STOCK. PLEDGOR AGREES THAT THE CORPORATION WILL ------------------------------------------------------------------ NOT ISSUE ANYADDITIONAL CAPITAL STOCK, COMMON OR PREFERRED, ANY CONVERTIBLE -------------------------------------------------------------------------------- SECURITIES, ANY OPTIONS, OR OTHERWISETAKE ANY ACTION THAT WOULD HAVE THE EFFECT -------------------------------------------------------------------------------- OF DILUTING THE SHARES. --------------------------
Sample 1
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NO ADDITIONAL STOCK. Cobalt agrees that it will cause the Stock to constitute at all times not less than all of the total number of shares of each class of capital stock then outstanding (including treasury shares) of United Heartland, HMO-W or Valley, and will not consent to or approve the issuance of and will cause United Heartland, HMO-W or Valley not to issue any additional shares of any class of capital stock of such companies, any securities convertible voluntarily by the holder thereof or automatically upon the occurrence or nonoccurrence of any event or condition into, or exchangeable for, any such shares; or any subscription agreements, warrants, options, rights, or other commitments entitling any person to purchase or otherwise acquire any such shares, except with respect to the Valley Option. Cobalt also agrees that it shall cause HMO-W in turn to cause Unity not to issue any additional shares of any class of capital stock, any securities convertible voluntarily by the holder thereof or automatically upon the occurrence or nonoccurrence of any event or condition into, or exchangeable for, any such shares; or any subscription agreements, warrants, options, rights, or other commitments entitling any person to purchase or otherwise acquire any such shares of Unity, except with respect to the Unity Option.
Sample 1
NO ADDITIONAL STOCK. Without the prior written consent of Lender, the Borrower shall not permit Elmer's to issue any additional shares of stock in Elmer's (other than the shares of common stock referred to in Section 1.1(a) and further described in Schedule I hereof), including, without limitation, any shares of preferred stock or any shares of stock representing a stock dividend or stock split; provided, however, simultaneously with the Closing, Borrower shall be permitted to issue 266,667.00 shares of common stock to the Indemnitors in consideration for the contribution of capital to Elmer's in the amount of $2,000,000.00 in immediately available funds; provided, however, as a condition precedent to the issuance of such shares, the Indemnitors shall pledge such shares to Lender pursuant to this Agreement.
Sample 1
NO ADDITIONAL STOCK. Without the prior written consent of Lender, the Shareholders shall not permit Borrower to issue any additional shares of stock in Borrower (other than the shares of common stock referred to in Section 1.1(a) and further described in Schedule I hereof), including, without limitation, any shares of preferred stock or any shares of stock representing a stock dividend or stock split.
Sample 1
NO ADDITIONAL STOCK. Cobalt agrees that it will cause the Stock to constitute at all times not less than all of the total number of shares of each class of capital stock then outstanding (including treasury shares) of Compcare, and will not consent to or approve the issuance of and will cause Compcare not to issue any additional shares of any class of capital stock of Compcare, any securities convertible voluntarily by the holder thereof or automatically upon the occurrence or nonoccurrence of any event or condition into, or exchangeable for, any such shares; or any subscription agreements, warrants, options, rights, or other commitments entitling any person to purchase or otherwise acquire any such shares.
Sample 1
NO ADDITIONAL STOCK. PLEDGOR AGREES THAT THE CORPORATION WILL NOT ISSUE ANY ADDITIONAL CAPITAL STOCK, COMMON OR PREFERRED, ANY CONVERTIBLE SECURITIES, ANY OPTIONS, OR OTHERWISE TAKE ANY ACTION THAT WOULD HAVE THE EFFECT OF DILUTING THE STOCK.
Sample 1

Related to NO ADDITIONAL STOCK

  • No Additional Rights Nothing in this Agreement shall be construed to confer any rights upon COMPANY by implication, estoppel, or otherwise as to any technology or patent rights of M.I.T. or any other entity other than the PATENT RIGHTS, regardless of whether such technology or patent rights shall be dominant or subordinate to any PATENT RIGHTS.

  • Adjustments for Dividends in Stock or Other Securities or Property If while the Warrants, or any portion thereof, remain outstanding and unexpired, the Holders shall have received, or, on or after the record date fixed for the determination of eligible stockholders, shall have become entitled to receive, without payment therefore, other or additional stock or other securities or property (other than cash) of the Company by way of dividend, then and in each case, the Warrants shall represent the right to acquire, in addition to the number of shares of such class of security receivable upon exercise of the Warrants, and without payment of any additional consideration therefore, the amount of such other or additional stock or other securities or property (other than cash) of the Company that such holder would hold on the date of such exercise had it been the holder of record of the class of security receivable upon exercise of the Warrants on the date hereof and had thereafter, during the period from the date hereof to and including the date of such exercise, retained such shares and/or all other additional stock available by it as aforesaid during said period, giving effect to all adjustments called for during such period by the provisions of this Section 7.

  • No Additional Warranty Nothing in this Article XII shall be construed or deemed to (a) expand or otherwise alter any warranty or disclaimer thereof provided under Section 3.3 or any other provision of this Agreement with respect to, among other matters, the title, value, collectability, genuineness, enforceability, documentation, condition or freedom from liens or encumbrances, of any (i) Asset, or (ii) asset of the Failed Bank purchased by the Assuming Institution subsequent to the execution of this Agreement by the Assuming Institution or any Subsidiary or Affiliate of the Assuming Institution, or (b) create any warranty not expressly provided under this Agreement with respect thereto.

  • Additional Shares or Options The Company hereby agrees that until the consummation of a Business Combination, it shall not issue any shares of Common Stock or any options or other securities convertible into Common Stock, or any preferred shares or other securities of the Company which participate in any manner in the Trust Account or which vote as a class with the Common Stock on a Business Combination.

  • Adjustment for Dividends or Distributions of Stock or Other Securities or Property In case the Company shall make or issue, or shall fix a record date for the determination of eligible holders entitled to receive, a dividend or other distribution with respect to the Common Stock (or any shares of stock or other securities at the time issuable upon exercise of the Warrant) payable in (a) securities of the Company (including debt instruments) or (b) assets (excluding cash dividends paid or payable solely out of retained earnings), then, in each such case, the Holder of this Warrant on exercise hereof at any time after the consummation, effective date or record date of such dividend or other distribution, shall receive, in addition to the shares of Common Stock (or such other stock or securities) issuable on such exercise prior to such date, and without the payment of additional consideration therefor, the securities or such other assets of the Company to which such Holder would have been entitled upon such date if such Holder had exercised this Warrant on the date hereof and had thereafter, during the period from the date hereof to and including the date of such exercise, retained such shares and all such additional securities or other assets distributed with respect to such shares as aforesaid during such period giving effect to all adjustments called for by this SECTION 4.

  • Fractional Shares No fractional shares or scrip representing fractional shares shall be issued upon the conversion of this Note. As to any fraction of a share which the Holder would otherwise be entitled to purchase upon such conversion, the Company shall at its election, either pay a cash adjustment in respect of such final fraction in an amount equal to such fraction multiplied by the Conversion Price or round up to the next whole share.

  • No Additional Consideration For the avoidance of doubt, the transfer of any Assets under this Section 2.8 shall be effected without any additional consideration by either party.

  • No Additional Warranties EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES EXPRESSLY SET FORTH IN THIS ARTICLE IV, PARENT AND ITS SUBSIDIARIES HAVE NOT MADE AND DO NOT HEREBY MAKE ANY EXPRESS OR IMPLIED REPRESENTATIONS AND WARRANTIES, STATUTORY OR OTHERWISE, OF ANY NATURE, INCLUDING WITH RESPECT TO ANY EXPRESS OR IMPLIED REPRESENTATION OR WARRANTY AS TO THE MERCHANTABILITY, QUALITY, QUANTITY, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF THE FACILITIES OR THE OTHER ASSETS OF PARENT AND ITS SUBSIDIARIES. EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES EXPRESSLY SET FORTH IN THIS ARTICLE IV, ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, OF ANY NATURE, INCLUDING WITH RESPECT TO ANY EXPRESS OR IMPLIED REPRESENTATION OR WARRANTY AS TO THE MERCHANTABILITY, QUALITY, QUANTITY, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF THE FACILITIES OR THE OTHER ASSETS OF PARENT AND THE SUBSIDIARIES, ARE HEREBY DISCLAIMED BY PARENT AND ITS SUBSIDIARIES. It is understood that any cost estimate, projection or other prediction, any data, any financial information or presentations provided by Parent or any of its representatives are not and shall not be deemed to be or to include representations or warranties of Parent or its Subsidiaries. No person has been authorized by Parent to make any representation or warranty relating to Parent, its Subsidiaries, or the business of Parent or its Subsidiaries or otherwise in connection with the transactions contemplated hereby and, if made, such representation or warranty may not be relied upon as having been authorized by Parent and shall not be deemed to have been made by Parent.

  • Issuance of Additional Shares of Common Stock (i) In the event the Issuer shall at any time following the Original Issue Date issue any Additional Shares of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Warrant Price then in effect or without consideration, then the Warrant Price upon each such issuance shall be adjusted to that price determined by multiplying the Warrant Price then in effect by a fraction:

  • Rights of Fractional Shares Any fractional Share of the Trust (or any Series thereof) shall carry proportionately all the rights and obligations of a whole Share of the Trust (or such Series), including rights and obligations with respect to voting, receipt of dividends and distributions, redemption of Shares, and liquidation of the Trust or of the Series to which they pertain.

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