Preferred Stock Designation Sample Clauses
Preferred Stock Designation. At the first Closing, the company shall cause to be filed with the Secretary of State for the State of Delaware an amendment to its amended and restated certificate of incorporation providing for the rights and preferences of the Series B Preferred Stock (the “Charter Amendment”) in the form attached hereto as Exhibit B.
Preferred Stock Designation. Buyer and Seller shall have agreed upon the Designations of Preferred Stock, in accordance with the terms set forth in Exhibit B, and the California Secretary of State shall have approved such form of Designations.
Preferred Stock Designation. Buyer shall have adopted and have in effect Designations of Preferred Stock in accordance with the terms set forth in Exhibit B, satisfactory to Seller.
Preferred Stock Designation. Parent shall have delivered a certificate of the Washington Secretary of State establishing Parent has filed the Preferred Stock Designation.
Preferred Stock Designation. Until such time as the Fees are paid in full, either through an initial payment of cash or through the complete re-payment of the Note, in the event the Company amends it’s Articles of Incorporation, designates any new class of stock, affects a reverse split of its stock, affects a forward split of its stock or alters its capital structure in any way, shape or form, the Company shall immediately designate a preferred class of stock (the “Series A Preferred Stock”) with such rights, powers, privileges and preferences as outlined in the specimen Certificate of Amendment to the Articles of Incorporation designating the Series A Preferred Stock attached hereto as Exhibit B and immediately issue 100,000 shares of the Series A Preferred Stock (which shall represent 100% of the Series A Preferred Stock authorized, issued and outstanding) to the Consultant who shall hold such shares until the Fees are paid in full. The Company shall notify its transfer agent of its obligations to issue such shares of Series A Preferred Stock by delivering irrevocable transfer agent instructions to its transfer agent (the “Irrevocable TA Instruction Letter,” a copy of which has been attached hereto as Exhibit C). The transfer agent shall, immediately upon demand by the Consultant, provide the Consultant information regarding the Company’s capital structure and stock issuance history, including, but not limited to: (i) the number of shares of common stock authorized, issued and outstanding; (ii) the number of shares of preferred stock authorized, issued and outstanding; and (iii) a complete issuance history of any class of stock and for any period so requested.
Preferred Stock Designation. As soon as practicable after the date hereof, but in no event later than five (5) business days after the date the Preferred Stock Designation, attached hereto as EXHIBIT G, has been approved by the California Secretary of State, the Company shall authorize and issue preferred shares in form and substance substantially similar to the terms of the Preferred Stock Designation, and the Parent or its designee shall purchase such shares for $2,800,000. The Company shall grant customary demand registration rights and "piggy back" rights to Parent or its designee upon the reasonable request of Parent it being agreed that (i) fees and costs associated with granting such rights shall be borne by Parent; and (ii) such rights will be set forth in a registration rights agreement that the Company and Parent or its designee will negotiate in good faith and enter into as soon as practicable after the date hereof.
Preferred Stock Designation. The Board is hereby expressly authorized, by resolution or resolutions, to provide, out of the unissued shares of Preferred Stock, for series of Preferred Stock and, with respect to each such series, to fix the number of shares constituting such series and the designation of such series, the voting powers (if any) of the shares of such series, and the preferences and relative, participating, optional or other special rights, if any, and any qualifications, limitations or restrictions thereof, of the shares of such series, to the full extent now or hereafter permitted by the laws of the State of Delaware and the DGCL. The powers, preferences and relative, participating, optional and other special rights of each series of Preferred Stock, and the qualifications, limitations or restrictions thereof, if any, may differ from those of any and all other series at any time outstanding.
Preferred Stock Designation. There shall be hereby established a series of preferred stock designated as “Series A Preferred Stock” (the “Series A Preferred Stock”). The authorized number of shares of Series A Preferred Stock shall be 3,600. The liquidation preference of the Series A Preferred Stock shall be $10,000 per share (the “Liquidation Preference”).
Preferred Stock Designation. The parties hereto shall have amended Schedule I for the sole purpose of determining the Conversion Price and the initial Conversion Rate (each as defined in the Preferred Stock Designation) and the Company shall have duly filed the Preferred Stock Designation, substantially in the form of Schedule I as so amended, with the Florida Secretary of State, and such Preferred Stock Designation shall be in full force and effect.
Preferred Stock Designation. Parent shall have filed with the Secretary of the State of Nevada a certificate of designation substantially in the form of Section 6.2(ii);