Preferred Share Issuance Sample Clauses

Preferred Share Issuance. As additional compensation, Executive shall be issued one (1) share of the Company’s Series A Preferred Stock upon execution of this Agreement, which shall vest and be considered fully earned only upon expiration of the initial four-year term of this Agreement. ·
Sample 1Sample 2
AutoNDA by SimpleDocs
Preferred Share Issuance. As additional compensation, Employee shall be issued two (2) additional shares of the Company’s Series A Preferred Stock, for a total of five Preferred A shares, upon execution of this Agreement, which shall be considered fully earned upon issuance which may be converted at one and one-quarter Preferred A share at December 31 2018, 2019, 2020, and 2021 (twelve million five hundred thousand (12,500,000) shares of common stock each year-end commencing 12-31-2018 for 4 years of the agreement).
Sample 1
Preferred Share Issuance. As additional compensation, Employee shall be issued and Guarantor shall provide five (5) shares of the Guarantor’s Series A Preferred Stock upon execution of this Agreement, which shall be considered fully earned upon issuance which shall be one and one-quarter Preferred A share at December 31 2018, 2019, 2020, and 2021 and may be convertible at (.25 or one-quarter shares of the total Preferred A or twelve million five hundred thousand (12,500,000) shares of common stock each year-end commencing 12-31-2018 for 4 years of the agreement.
Sample 1Sample 2
Preferred Share Issuance. WCVC will file a Certificate of Designation for Series A Preferred stock, (as attached), with its State of Incorporation. WCVC will issue a certificate representing 500,000 shares of said Series A Preferred Stock to Jxxxx. M. Xxxxx. (Attached as Exhibit 1)
Sample 1
Preferred Share Issuance. As additional consideration, Employee who has already been granted eight (8) shares of Preferred A shares, shall return three (3) of those shares to Treasury within 15 days of signing of this agreement. The Employee may at his sole discretion, may elect to convert one quarter of the Preferred A at the end of each calendar year. The conversion feature will roll-over to the subsequent years if not converted in the prior years.
Sample 1
Preferred Share Issuance. As additional compensation, Employee shall be issued one (1) share of the Company’s Series A Preferred Stock upon execution of this Agreement, which shall be considered fully earned upon issuance. The Employee may at his sole discretion, may elect to convert one quarter of the Preferred A at the end of each calendar year. The conversion feature will roll-over to the subsequent years if not converted in the prior years.
Sample 1
Preferred Share Issuance. As additional compensation, Executive shall be issued six shares of the Company's Series A Preferred Stock ("Shares"), which shall be issued according to the following vesting schedule: • Three Shares will be issued and considered fully vested upon the one year anniversary of this Agreement. • Two Shares will be issued and considered fully vested upon the two year anniversary of this Agreement. • One Share will be issued and considered fully vested upon the three year anniversary of this Agreement. All Shares will be considered fully earned upon issuance. Executive shall forfeit all unvested Shares should this Executive's engagement with the Company terminate, for any reason, prior to the expiration of its term.
Sample 1
AutoNDA by SimpleDocs

Related to Preferred Share Issuance

  • Share Issuance Subject to the provisions of this Section, if the Borrower at any time shall issue any shares of Common Stock prior to the conversion of the entire principal amount of the Note (otherwise than as: (i) provided in Sections 2.1(c)A, 2.1(c)B or 2.1(c)C or this subparagraph D; (ii) pursuant to options, warrants, or other obligations to issue shares, outstanding on the date hereof as described in the Reports and Other Written Information, as such terms are defined in the Subscription Agreement (which agreement is incorporated herein by this reference); or (iii) Excepted Issuances, as defined in Section 12 of the Subscription Agreement; ((i), (ii) and (iii) above, are hereinafter referred to as the "Existing Option Obligations") for a consideration less than the Conversion Price that would be in effect at the time of such issue, then, and thereafter successively upon each such issue, the Conversion Price shall be reduced as follows: (i) the number of shares of Common Stock outstanding immediately prior to such issue shall be multiplied by the Conversion Price in effect at the time of such issue and the product shall be added to the aggregate consideration, if any, received by the Borrower upon such issue of additional shares of Common Stock; and (ii) the sum so obtained shall be divided by the number of shares of Common Stock outstanding immediately after such issue. The resulting quotient shall be the adjusted conversion price. Except for the Existing Option Obligations, for purposes of this adjustment, the issuance of any security of the Borrower carrying the right to convert such security into shares of Common Stock or of any warrant, right or option to purchase Common Stock shall result in an adjustment to the Conversion Price upon the issuance of shares of Common Stock upon exercise of such conversion or purchase rights.

  • Share Issuances Subject to the provisions of this Section 2.6, if the Parent shall at any time prior to the conversion or repayment in full of the Principal Amount issue any shares of Common Stock or securities convertible into Common Stock to a Person other than the Holder (except (i) pursuant to Sections 2.6(a) or (b) above; (ii) pursuant to options, warrants, or other obligations to issue shares outstanding on the date hereof as disclosed to the Holder in writing; or (iii) pursuant to options that may be issued under any employee incentive stock option and/or any qualified stock option plan adopted by the Parent) for a consideration per share (the “Offer Price”) less than the Fixed Conversion Price in effect at the time of such issuance, then the Fixed Conversion Price shall be immediately reset pursuant to the formula below. For purposes hereof, the issuance of any security of the Parent convertible into or exercisable or exchangeable for Common Stock shall result in an adjustment to the Fixed Conversion Price upon the issuance of such securities. If the Parent issues any additional shares of Common Stock for a consideration per share less than the then-applicable Fixed Conversion Price pursuant to this Section 2.6 then, and thereafter successively upon each such issue, the Fixed Conversion Price shall be adjusted by multiplying the then applicable Fixed Conversion Price by the following fraction: (A + B) + [((C – D) x B) / C] A = Total amount of shares convertible pursuant to the Notes B = Actual shares sold in the offering C = Fixed Conversion Price D = Offer Price Such adjustment shall become effective immediately upon the earlier to occur of the date of issuance of such shares of Common Stock or the record date for the determination of stockholders entitled to receive the convertible securities, as the case may be.

  • Preferred Shares The Preferred Shares have been duly and validly authorized, and, when issued and delivered pursuant to this Agreement, such Preferred Shares will be duly and validly issued and fully paid and non-assessable, will not be issued in violation of any preemptive rights, and will rank pari passu with or senior to all other series or classes of Preferred Stock, whether or not issued or outstanding, with respect to the payment of dividends and the distribution of assets in the event of any dissolution, liquidation or winding up of the Company.

  • Series B Preferred Stock Section 1.2(d)......................... 5 Shares............................ Section 3.2(a).........................

  • Series C Preferred Stock The holders of outstanding shares of Series C Preferred Stock shall be entitled to receive dividends, when and as declared by the Board of Directors, out of any assets at the time legally available therefor, at the Dividend Rate specified for such shares of Preferred Stock payable in preference and priority to any declaration or payment of any distribution on Series A Preferred Stock, Series B Preferred Stock or Common Stock of the Corporation other than a dividend payable solely in Common Stock. No distributions shall be made with respect to the Series A Preferred Stock, Series B Preferred Stock or Common Stock during any fiscal year of the Corporation, other than dividends on the Common Stock payable solely in Common Stock, until all dividends at the applicable Dividend Rate on the Series C Preferred Stock have been declared and paid or set apart for payment to the holders of Series C Preferred Stock. The right to receive dividends on shares of Series C Preferred Stock shall not be cumulative, and no right to such dividends shall accrue to holders of Series C Preferred Stock by reason of the fact that dividends on said shares are not declared or paid in any year.

  • Series A Preferred Stock On the Closing Date, each Subscriber shall purchase and the Company shall sell to each such Subscriber, the number of shares of Preferred Stock designated on such Subscriber’s signature page hereto for such Subscriber’s Purchase Price indicated thereon.

  • Common Shares 4 Company...................................................................................... 4

  • Fractional Shares of Common Stock (a) The Company shall not issue fractions of Warrants or distribute Warrant Certificates which evidence fractional Warrants. Whenever any fractional Warrant would otherwise be required to be issued or distributed, the actual issuance or distribution shall reflect a rounding of such fraction to the nearest whole Warrant (rounded down).

  • Preferred Stock Shares of Preferred Stock may be issued from time to time in one or more series, each of such series to have such terms as stated or expressed herein and in the resolution or resolutions providing for the creation and issuance of such series adopted by the Board of Directors as hereinafter provided. Authority is hereby expressly granted to the Board of Directors from time to time to issue the Preferred Stock in one or more series, and in connection with the creation of any such series, by adopting a resolution or resolutions providing for the issuance of the shares thereof and by filing a certificate of designation relating thereto in accordance with the DGCL (a “Certificate of Designation”), to determine and fix the number of shares of such series and such voting powers, full or limited, or no voting powers, and such designations, preferences and relative participating, optional or other special rights, and qualifications, limitations or restrictions thereof, including without limitation thereof, dividend rights, conversion rights, redemption privileges and liquidation preferences, and to increase or decrease (but not below the number of shares of such series then outstanding) the number of shares of any series as shall be stated and expressed in such resolutions, all to the fullest extent now or hereafter permitted by the DGCL. Without limiting the generality of the foregoing, the resolution or resolutions providing for the creation and issuance of any series of Preferred Stock may provide that such series shall be superior or rank equally or be junior to any other series of Preferred Stock to the extent permitted by law and this Second Amended and Restated Certificate (including any Certificate of Designation). Except as otherwise required by law, holders of any series of Preferred Stock shall be entitled only to such voting rights, if any, as shall expressly be granted thereto by this Second Amended and Restated Certificate (including any Certificate of Designation). The number of authorized shares of Preferred Stock may be increased or decreased (but not below the number of shares thereof then outstanding) by the affirmative vote of the holders of a majority of the stock of the Corporation entitled to vote, irrespective of the provisions of Section 242(b)(2) of the DGCL.

Time is Money Join Law Insider Premium to draft better contracts faster.