Preamble Company Common Stock Sample Clauses

Preamble Company Common Stock. 3.1(a) Company Disclosure Schedule..........................................ARTICLE IV
Sample 1See All (6)
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Preamble Company Common Stock. 2.1(a) Company Disclosure Letter..........................................Article III
Sample 1Sample 2See All (4)
Preamble Company Common Stock. 2.01(a)(i) Company Preferred Stock..................................... 2.01(a)(iii) Company Series C Stock...................................... 2.01(a)(ii) Company Series D Stock...................................... 2.01(a)(iii) Company Share Certificates.................................. 2.02(a) Company Shareholders Meeting................................ 5.01
Sample 1
Preamble Company Common Stock. 3.1(c) Contracts................................................................. 3.1(n) Copyright Assignment...................................................... 1.8(c) Copyrights................................................................ 3.1(1) Customer Deliverables..................................................... 3.1(l) Damages................................................................... 1.1(i) Databases................................................................. 3.1(1) Designated Business Employees............................................. 6.6(a) Disclosure Schedule....................................................... 3.1 EXECUTION COPY
Sample 1
Preamble Company Common Stock. Preamble Company Disclosure Schedule.....................................................................................2.1 Company Material Contracts...................................................................................2.1(r) Company Participants......................................................................................2.1(l)(i) Company SEC Reports.......................................................................................2.1(d)(i) Company Stockholders Meeting.................................................................................4.1(a) Company Voting Debt..............................................................................................11
Sample 1
Preamble Company Common Stock. 2.1(a) COMPANY DISCLOSURE ...................................................4.0
Sample 1
Preamble Company Common Stock. 1.2(a) Company Meeting.......................................... 2.22
Sample 1
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Preamble Company Common Stock. Section 1.2(b) Company Exchange Shares.............................. Section 1.2(b) Company Registration Rights Agreement................ Section 5.4(c) Escrow Agent......................................... Section 1.1(b) Escrow Agreement..................................... Section 1.1(b) Escrow Period........................................ Section 1.1(b) Exchange............................................. Section 1.2(a) Material Adverse Change............................ Section 2.1, 3.1 Material Adverse Effect............................ Section 2.1, 3.1 Merger....................................................
Sample 1
Preamble Company Common Stock. 2.1(a) Company Confidential Information.................................. 3.16(g) Company Material Adverse Effect................................... 12.2(d) Company Preferred Stock........................................... 2.1(a) Company Stock..................................................... 2.1(a) Company Technology................................................ 3.9(b) control, controlled by, under common control with................. 12.2(e) Effective Time.................................................... 1.2 Encumbrances...................................................... 12.2(f) Environmental Laws................................................ 3.13(d)(i) FCC Application................................................... 8.1(b) Government Entity................................................. 12.2(g) Hazardous Materials............................................... 3.13(d)(ii) Indemnified Party................................................. 11.4(a) Indemnifying Party................................................ 11.4(a) Intellectual Property............................................. 3.16(a) Laws.............................................................. 12.2(h) Losses............................................................ 12.2(i) Merger............................................................ 1.1
Sample 1

Related to Preamble Company Common Stock

  • Company Common Stock “Company Common Stock” shall mean the Common Stock, par value $0.001 per share, of the Company.

  • Ownership of Company Common Stock Neither Parent nor Merger Sub is, nor at any time during the last three (3) years has been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL.

  • Conversion of Company Common Stock At the Effective Time, by virtue of the Merger and without any action on the part of Parent, the Company or the holder of any of the following securities:

  • Merger Sub Common Stock At the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be automatically converted into one fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation.

  • Adjustment of Exercise Price, Number of Shares of Common Stock or Number of the Company Warrants The Exercise Price, the number of shares covered by each Warrant and the number of Warrants outstanding are subject to adjustment from time to time as provided in Section 3 of the Warrant Certificate. In the event that at any time, as a result of an adjustment made pursuant to Section 3 of the Warrant Certificate, the Holder of any Warrant thereafter exercised shall become entitled to receive any shares of capital stock of the Company other than shares of Common Stock, thereafter the number of such other shares so receivable upon exercise of any Warrant shall be subject to adjustment from time to time in a manner and on terms as nearly equivalent as practicable to the provisions with respect to the shares contained in Section 3 of the Warrant Certificate and the provisions of Sections 7, 11 and 12 of this Agreement with respect to the shares of Common Stock shall apply on like terms to any such other shares. All Warrants originally issued by the Company subsequent to any adjustment made to the Exercise Price pursuant to the Warrant Certificate shall evidence the right to purchase, at the adjusted Exercise Price, the number of shares of Common Stock purchasable from time to time hereunder upon exercise of the Warrants, all subject to further adjustment as provided herein.

  • Cancellation of Company Common Stock At the Effective Time, all Company Shares owned by the Company, Parent or Merger Sub shall be cancelled and shall cease to exist, and no consideration shall be delivered in exchange therefor.

  • No Further Ownership Rights in Company Common Stock The Merger Consideration delivered upon the surrender for exchange of Shares in accordance with the terms hereof shall be deemed to have been issued in full satisfaction of all rights pertaining to such Shares, and there shall be no further registration of transfers on the records of the Surviving Corporation of Shares which were outstanding immediately prior to the Effective Time. If, after the Effective Time, Certificates are presented to the Surviving Corporation for any reason, they shall be canceled and exchanged as provided in this Article I.

  • Company Stock Plans (a) The Company shall take such action as shall be required:

  • Notice of Common Stock Change Events The Company will provide notice of each Common Stock Change Event to Holders, the Trustee and the Conversion Agent no later than the Business Day after the effective date of such Common Stock Change Event.

  • Provisions Concerning Company Common Stock (a) Except as otherwise agreed to in writing by Parent in advance, during the term of this Agreement, the Stockholder irrevocably agrees to vote (or cause to be voted) the Shares, whether issued, heretofore owned or hereafter acquired, at any meeting of the holders of Company Common Stock (the “Common Stockholders”) or of the holders of the Company Preferred Stock (the “Preferred Stockholders”), however called, or in connection with any written consent of the Common Stockholders or the Preferred Stockholders: (i) in favor of the adoption of the Merger Agreement and the approval of the terms thereof, the approval of the Merger and each of the other actions contemplated by the Merger Agreement and this Agreement and any actions required in furtherance thereof and hereof; and (ii) against the following actions, agreements or transactions (other than the Merger, the transactions contemplated by the Merger Agreement, the Subsidiary Transfer Agreement and the Subsidiary Transfer ): (A) any extraordinary corporate transaction, such as a merger, consolidation or other business combination involving the Company or any of its Subsidiaries (including any Takeover Proposal), (B) a sale, lease or transfer of a material amount of assets of the Company or any of its Subsidiaries, or a reorganization, recapitalization, dissolution or liquidation of the Company or any of its Subsidiaries, (C) (1) any change in a majority of the persons who constitute the Company Board, (2) any change in the present capitalization of the Company or any amendment of the Charter Documents of the Company, (3) any other material change in the Company’s corporate structure or business, or (4) any other action requiring the approval of the Common Stockholders or the Preferred Stockholders which, in the case of each of the matters referred to in clauses (C) (1), (2) or (3), is intended or could reasonably be expected to impede, interfere with, delay, postpone, discourage, frustrate the purpose of or adversely affect the Merger or the other transactions contemplated by this Agreement and the Merger Agreement. Stockholder shall not enter into any Contract with any Person, the effect of which would reasonably be expected to be inconsistent with or violative of the provisions and agreements contained in this Agreement.

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