No Options, Warrants or Rights. Except for (a) Company Options outstanding on the Agreement Date to purchase an aggregate of 3,966,041 shares of Company Common Stock (all of which Company Options were granted under the Company Option Plan) and (b) Company Warrants outstanding on the Agreement Date to purchase an aggregate of 459,466 shares of Company Preferred Stock (which shares would, upon issuance, be convertible into an aggregate of up to 459,466 shares of Company Common Stock ), there are no options, warrants, convertible securities or other securities, calls, commitments, conversion privileges, preemptive rights, rights of first refusal, rights of first offer or other rights or agreements outstanding to purchase or otherwise acquire (whether directly or indirectly) any shares of the Company's authorized but unissued capital stock or any securities convertible into or exchangeable for any shares of the Company's capital stock or obligating the Company to grant, issue, extend or enter into any such option, warrant, convertible security or other security, call, commitment, conversion privilege, preemptive right, right of first refusal, right of first offer or other right or agreement, and the Company has no liability for any dividends accrued but unpaid. No person or entity holds or has any option, warrant or other right, to which the Company is a party to or is bound by or of which the Company has knowledge, to acquire any issued and outstanding shares of the capital stock of the Company from any holder of shares of the capital stock of the Company. A total of 3,966,041 shares of Company Common Stock are issuable upon the exercise of options granted under the Company Option Plan that are outstanding on the Agreement Date, 483,204 shares of Company Common Stock are reserved for future issuance under the Company Option Plan but have not been issued and are not subject to issuance upon the exercise of any outstanding options, and 770,199 shares of Company Common Stock have been issued upon the exercise of options granted under the Company Option Plan (and are included in the number of shares of Company Common Stock outstanding that is set forth in Section 3.3.1.(a)). Schedule 3.3.2 sets forth a complete list of (a) all holders of outstanding Company Options and the number of shares of Company Common Stock issuable upon the exercise of Company Options held by such person (indicating the number of such shares that are vested and the number that are unvested, the vesting schedule and the e...
No Options, Warrants or Rights. As of the Agreement Date there are, and as of the Closing Date there will be, no options, warrants, convertible securities or any other securities, calls, commitments, conversion privileges, preemptive rights, rights of first refusal, rights of first offer or other rights or agreements outstanding to purchase or otherwise acquire (whether directly or indirectly) any shares in the capital of iFone or any securities convertible into or exchangeable for any shares in the capital of iFone or obligating iFone to grant, issue, extend, or enter into any such option, warrant, convertible security or other security, call, commitment, conversion privilege, preemptive right, right of first refusal, right of first offer or other right or agreement (“Options”), and iFone has no liability for any dividends accrued but unpaid. Without limiting the foregoing, (i) the Option Agreement by and between iFone and Mxxxxx X’Xxxxxxx dated December 6, 2000, as amended on June 19, 2002, has been terminated, iFone no longer has any obligation in connection therewith and Mxxxxx X’Xxxxxxx has no right to any shares of iFone or Options relating to any shares of iFone (“iFone Equity Rights”) other than as set forth in Exhibit A hereto; (ii) there is no agreement, understanding or commitment (whether verbal or in writing) between iFone and any of its current or former employees or current or former shareholders to provide any iFone Equity Rights, other than as contemplated by this Agreement and the transactions contemplated hereby, or for Glu to provide any shares of Glu or Options relating to shares of Glu to any current or former employees or current or former shareholders of iFone, other than as set forth in this Agreement; (iii) the License Agreement entered into by iFone and Infogrames Europe S.A. on January 26, 2001 has been terminated and neither party owes any obligation pursuant to such agreement; (iv) Infogrames Europe S.A., its ultimate parent company and any other subsidiaries of that parent company (as well as successors, transferees or assigns) holds no iFone Equity Rights, including any right to the 5,000,000 C Ordinary Shares originally issued to Infogrames Europe S.A. on January 26, 2001; (v) the loan of £461,219 from Gxxxxxxx Investments Holdings was repaid in full upon conversion of such loan into 9,508,635 B Ordinary Shares on January 1, 2004, the £750,000 Type A Convertible Loan Notes held by Gxxxxxxx Investments Holdings was repaid in full upon conversion of such lo...
No Options, Warrants or Rights. As of the Agreement Date, ------------------------------ there are (and as of the Closing Date there will be) no Extreme Derivative Securities outstanding. No shares of Extreme Stock are reserved for issuance under any stock purchase, stock option or other benefit plan.
No Options, Warrants or Rights. There are no options, warrants, convertible securities or other securities, calls, commitments, conversion privileges, preemptive rights, rights of first refusal, rights of first offer or other rights or agreements outstanding to purchase or otherwise acquire (whether directly or indirectly) any shares of Mokume’s authorized but unissued capital stock or any securities convertible into or exchangeable for any shares of Mokume’s capital stock or obligating Mokume to grant, issue, extend, or enter into any such option, warrant, convertible security or other security, call, commitment, conversion privilege, preemptive right, right of first refusal, right of first offer or other right or agreement. There are no options, warrants, convertible debentures, or any other securities of Mokume, that will become an option, warrant, convertible debenture, security or other right to purchase or otherwise acquire any of the capital stock or other securities of Versant by reason of the Merger or this Agreement. No person or entity holds, or has any option, warrant or other right to purchase or otherwise acquire, any issued and outstanding shares of the capital stock of Mokume from any holder of shares of the capital stock of Mokume.
No Options, Warrants or Rights. There are no options, ------------------------------ warrants, convertible or other securities, calls, commitments, conversion privileges, preemptive rights or other rights or agreements outstanding to purchase or otherwise acquire (whether directly or indirectly) any shares of authorized but unissued capital stock of MSS or any securities convertible into or exchangeable for any shares of capital stock of MSS or obligating MSS to grant, issue, extend, or enter into, any such option, warrant, convertible or other security, call, commitment, conversion privilege, preemptive right or other right or agreement, and MSS has no liability for any dividends accrued but unpaid. No person or entity holds or has any option, warrant or other right to acquire any issued and outstanding shares of the capital stock of MSS from any record or beneficial holder of shares of the capital stock of MSS. No shares of MSS Stock are reserved for issuance under any stock purchase, stock option or other benefit plan.
No Options, Warrants or Rights. There are no equity ------------------------------ securities, partnership interests or similar ownership interests of any class of Company equity securities, or any securities exchangeable or convertible into or exercisable for such equity securities, partnership interests or similar ownership interests, issued, reserved for issuance or outstanding. There are no subscriptions, options, warrants, equity securities, partnership interests or similar ownership interests, calls, rights (including preemptive rights), commitments or agreements of any character to which Company is a party or by which it is bound obligating Company to issue, deliver or sell, or cause to be issued, delivered or sold, or repurchase, redeem or otherwise acquire, or cause the repurchase, redemption or acquisition of, any shares of capital stock, partnership interests or similar ownership interests of Company or obligating Company to grant, extend, accelerate the vesting of or enter into any such subscription, option, warrant, equity security, call, right, commitment or agreement.
No Options, Warrants or Rights. There are no options, warrants, convertible securities or other securities, calls, commitments, conversion privileges, preemptive rights, rights of first refusal, rights of first offer or other rights or agreements outstanding to purchase or otherwise acquire (whether directly or indirectly) any shares of CTI's authorized but unissued capital stock or any securities convertible into or exchangeable for any shares of CTI's capital stock or obligating CTI to grant, issue, extend, or enter into any such option, warrant, convertible security or other security, call, commitment, conversion privilege, preemptive right, right of first refusal, right of first offer or other right or agreement. There are no options, warrants, convertible debentures, or any other securities of CTI, or any rights to acquire shares of CTI stock or any warrants or other securities of CTI, that will become an option, warrant, convertible debenture, security or other right to purchase or otherwise acquire any capital stock or other securities of HNC by reason of the Merger or this Agreement. No person or entity holds, or has any option, warrant or other right to acquire, any issued and outstanding shares of the capital stock of CTI from any holder of shares of the capital stock of CTI or any other security holder of CTI.
No Options, Warrants or Rights. There are no ------------------------------ options, warrants, convertible or other securities, calls, commitments, conversion privileges, preemptive rights or other rights or agreements outstanding to purchase or otherwise acquire (whether directly or indirectly) any shares of THAWTE's share capital or any securities convertible into or exchangeable for any shares of THAWTE's capital stock or obligating THAWTE to grant, issue, extend, or enter into, any such option, warrant, convertible or other security, call, commitment, conversion privilege, preemptive right or other right or agreement, and THAWTE has no liability for any dividends accrued but unpaid. No person or entity holds or has any option, warrant or other right to acquire any issued and outstanding shares of the capital stock of THAWTE from any record or beneficial holder of shares of the capital stock of THAWTE. No shares of THAWTE Stock are reserved for issuance under any stock purchase, stock option or other benefit plan.
No Options, Warrants or Rights. Except as set forth in Schedule 2.3(b), there are no options, warrants, convertible or other securities, calls, commitments, conversion privileges, preemptive rights or other rights or agreements outstanding to purchase or otherwise acquire (whether directly or indirectly) any shares of the Company's authorized but unissued Capital Stock or any securities convertible into or exchangeable for any shares of the Company Capital Stock or obligating the Company to grant, issue, extend, or enter into, any such option, warrant, convertible or other security, call, commitment, conversion privilege, preemptive right or other right or agreement, and the Company has no liability for any dividends accrued but unpaid. No person or entity holds or has any option, warrant or other right to acquire any issued and outstanding shares of the Company Capital Stock from any record or beneficial holder of shares of the Company Capital Stock. No shares of the Company Capital Stock are reserved for issuance under any stock purchase, stock option or other benefit plan. As a result of the Merger, Parent will be the record and sole beneficial owner of all outstanding Company Capital Stock and all rights to acquire or receive any Company Capital Stock, whether or not such Company Capital Stock is outstanding. All options expire, if not exercised immediately prior to the Effective Time.
No Options, Warrants or Rights. Except for options to purchase a total of 139,135 shares of GALT Common Stock granted under the GALT Option Plan which are outstanding on the Agreement Date and except for the 32,889 outstanding shares of GALT Series A Preferred Stock described in Section 3.3.1, there are no options, warrants, convertible securities or other securities, calls, commitments, conversion privileges, preemptive rights or other rights or agreements outstanding to purchase or otherwise acquire (whether directly or indirectly) any shares of GALT's authorized but unissued capital stock or any securities convertible into or exchangeable for any shares of GALT's capital stock or obligating GALT to grant, issue, extend, or enter into any such option, warrant, convertible security, other security, call, commitment, conversion privilege, preemptive right or other right or agreement, and there is no liability for dividends accrued but unpaid. A total of 166,303 shares of GALT Common Stock are reserved for issuance under the GALT Option Plan, none of which shares have been issued as of the Agreement Date. To the best knowledge of GALT, no person or entity holds or has any option, warrant or other right to acquire any issued and outstanding shares of the capital stock of GALT from any holder of shares of the capital stock of GALT and no GALT shareholder is obligated to enter into or grant any such option, warrant or other right. A list of all holders of GALT Options and the number of GALT Options held by each such person is set forth in Exhibit 3.3.
