Reservation and Availability of Common Stock. (a) The Company covenants and agrees that it will cause to be reserved and kept available out of its authorized and unissued shares of Common Stock or any shares of Common Stock held in its treasury, free from preemptive rights and solely for the purpose of issue upon exercise of the Warrants, that number of shares of Common Stock that will from time to time be sufficient to permit the exercise in full of all outstanding Warrants. (b) The Company covenants and agrees that it will take all such action as may be necessary to ensure that all shares of Common Stock delivered upon the exercise of Warrants shall, at the time of delivery of the certificates for such shares of Common Stock (subject to payment of the Exercise Price), be duly authorized, validly issued, fully paid and nonassessable shares. (c) The Company further covenants and agrees that it will pay when due and payable any and all federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Warrant Certificates or of any shares of Common Stock upon the exercise of Warrants, except that if the shares of Common Stock or new Warrant Certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all transfer taxes shall be paid by the Holder of the Warrant at the time of delivery of the executed election to purchase or promptly upon receipt of a written request of the Company for payment. (d) The Company shall promptly secure the listing of the shares of Common Stock issuable upon exercise of the Warrant(s) upon each national securities exchange or automated quotation system, if any, upon which shares of Common Stock are then listed (subject to official notice of issuance upon exercise of the Warrant(s)) and shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all shares of Common Stock from time to time issuable upon the exercise of the Warrant(s) and the Company shall so list on each national securities exchange or automated quotation system, as the case may be, and shall maintain such listing of, any other shares of capital stock of the Company issuable upon the exercise of the Warrant(s) if and so long as any shares of the same class shall be listed on such national securities exchange or automated quotation system.
Appears in 3 contracts
Samples: License Agreement (Meridian Usa Holdings Inc), License Agreement (Meridian Holdings Inc /Fl), License Agreement (Meridian Holdings Inc /Fl)
Reservation and Availability of Common Stock. (a) The Company covenants and agrees that it will cause to be reserved and kept available out of its authorized and unissued shares of Common Stock or any shares of authorized and issued Common Stock held in its treasury, free from preemptive rights and solely for the purpose or any right of issue upon exercise of the Warrantsfirst refusal, that a number of shares of Common Stock that will from time to time be sufficient to permit the exercise in full of all outstanding WarrantsRights.
(b) In the event that there shall not be a sufficient number of shares of Common Stock issued but not outstanding or authorized but unissued to permit the exercise or exchange of Rights in accordance with Section 11, the Company covenants and agrees that it will take all such action as may be necessary to authorize additional shares of Common Stock for issuance upon the exercise or exchange of Rights pursuant to Section 11; provided, however, that if the Company is unable to cause the authorization of additional shares of Common Stock, then the Company shall, or in lieu of seeking any such authorization, the Company may, to the extent necessary and permitted by applicable law and any agreements or instruments in effect prior to the Distribution Date to which it is a party, (A) upon surrender of a Right, pay cash equal to the Purchase Price in lieu of issuing shares Common Stock and requiring payment therefor, (B) upon due exercise of a Right and payment of the Purchase Price for each share of Common Stock as to which such Right is exercised, issue equity securities having a value equal to the value of the shares of Common Stock which otherwise would have been issuable pursuant to Section 11, which value shall be determined by a nationally recognized investment banking firm selected by the Board of Directors of the Company or (C) upon due exercise of a Right and payment of the Purchase Price for each share of Common Stock as to which such Right is exercised, distribute a combination of shares of Common Stock, cash and/or other equity and/or debt securities having an aggregate value equal to the value of the shares of Common Stock which otherwise would have been issuable pursuant to Section 11, which value shall be determined by a nationally recognized investment banking firm selected by the Board of Directors of the Company. To the extent that any legal or contractual restrictions (pursuant to agreements or instruments in effect prior to the Distribution Date to which it is party) prevent the Company from paying the full amount payable in accordance with the foregoing sentence, the Company shall pay to holders of the Rights as to which such payments are being made all amounts which are not then restricted on a pro rata basis as such payments become permissible under such legal or contractual restrictions until such payments have been paid in full.
(c) The Company covenants and agrees that it will take all such action as may be necessary to ensure that all shares of Common Stock delivered upon the exercise or exchange of Warrants Rights shall, at the time of delivery of the certificates for such shares of Common Stock (subject to payment of the Exercise Purchase Price), be duly authorized, and validly issued, authorized and issued and fully paid and nonassessable shares.
(cd) So long as the shares of Common Stock issuable upon the exercise or exchange of Rights are to be listed on any national securities exchange, the Company covenants and agrees to use its best efforts to cause, from and after such time as the Rights become exercisable or exchangeable, all shares of Common Stock reserved for such issuance to be listed on such securities exchange upon official notice of issuance upon such exercise or exchange.
(e) The Company further covenants and agrees that it will pay when due and payable any and all federal Federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Warrant Right Certificates or of any shares of Common Stock or Capital Shares or other securities upon the exercise or exchange of Warrantsthe Rights. The Company shall not, except that if however, be required to pay any transfer tax which may be payable in respect of any transfer or delivery of Right Certificates to a Person other than, or in respect of the issuance or delivery of certificates for the shares of Common Stock or new Warrant Certificates shall be registered in a name Capital Shares or names other than the name of the Holder, funds sufficient to pay all transfer taxes shall be paid by the Holder of the Warrant at the time of delivery of the executed election to purchase or promptly upon receipt of a written request of the Company for payment.
(d) The Company shall promptly secure the listing of the shares of Common Stock issuable upon exercise of the Warrant(s) upon each national securities exchange or automated quotation system, if any, upon which shares of Common Stock are then listed (subject to official notice of issuance upon exercise of the Warrant(s)) and shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all shares of Common Stock from time to time issuable upon the exercise of the Warrant(s) and the Company shall so list on each national securities exchange or automated quotation systemsecurities, as the case may be, and shall maintain such listing in a name other than that of, the registered holder of the Right Certificate evidencing Rights surrendered for exercise or exchange or to issue or deliver any other certificates for shares of capital stock of Common Stock or Capital Shares or other securities, as the Company issuable case may be, upon the exercise or exchange of any Rights until any such tax shall have been paid (any such tax being payable by the Warrant(sholder of such Right Certificate at the time of surrender) if and so long as any shares of or until it has been established to the same class shall be listed on Company's satisfaction that no such national securities exchange or automated quotation systemtax is due.
Appears in 2 contracts
Samples: Rights Agreement (Bailey Corp), Rights Agreement (Bailey Corp)
Reservation and Availability of Common Stock. (a) The Company covenants and agrees that it will cause to be reserved and kept available out of its authorized and unissued shares of Common Stock Stock, or any authorized and issued shares of Common Stock held in its treasury, free from preemptive rights and solely for the purpose of issue upon exercise of the Warrants, that number of shares of Common Stock that will from time to time be sufficient to permit the exercise in full of all outstanding Warrants.
Rights and, after the occurrence of an event specified in Section 11, shall so reserve and keep available a sufficient number of shares of Common Stock (b) and/or other securities), to the extent available under applicable law, which may be required to permit the exercise in full of the Rights pursuant to this Agreement. The Company covenants and agrees that it will take all such action as may be necessary to ensure that all shares of Common Stock and/or other securities delivered upon the exercise of Warrants Rights shall, at the time of delivery of the certificates for such shares of Common Stock or other securities (subject to payment of the Exercise Purchase Price), be duly authorized, and validly issued, authorized and issued and fully paid and nonassessable shares.
(c) shares or securities. The Company further covenants and agrees that it will pay when due and payable any and all federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Warrant Rights Certificates or of any certificates for shares of Common Stock upon the exercise of WarrantsRights. The Company shall not, except however, be required to pay any transfer tax which may be payable in respect of any transfer or delivery of Rights Certificates to a person other than, or the issuance or delivery of certificates for the Common Stock in a name other than that if of, the registered holder of the Rights Certificates evidencing Rights surrendered for exercise or to issue or deliver any certificates for shares of Common Stock or new Warrant Certificates upon the exercise of any Rights until such tax shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all transfer taxes shall be have been paid (any such tax being payable by the Holder holder of the Warrant such Rights Certificate at the time of delivery of surrender) or until it has been established to the executed election to purchase or promptly upon receipt of a written request of the Company for payment.
(d) Company's satisfaction that no such tax is due. The Company shall promptly secure use its best efforts to (i) file, as soon as practicable following the listing Distribution Date, a registration statement under the Securities Act of 1933, as amended (the shares of Common Stock issuable "Act"), with respect to the securities purchasable upon exercise of the Warrant(sRights on an appropriate form, (ii) upon each national securities exchange or automated quotation systemcause such registration statement to become effective as soon as practicable after such filing, if any, upon which shares of Common Stock are then listed and (subject iii) cause such registration statement to official notice of issuance upon exercise remain effective (with a prospectus at all times meeting the requirements of the Warrant(s)Act and the rules and regulations thereunder) and shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all shares of Common Stock from time to time issuable upon until the exercise date of the Warrant(s) and the Company shall so list on each national securities exchange or automated quotation system, as the case may be, and shall maintain such listing of, any other shares of capital stock expiration of the Company issuable upon rights provided by Section 11(a)(ii) or the exercise redemption of the Warrant(s) if and so long as any shares of the same class shall be listed on such national securities exchange or automated quotation system.Rights in accordance
Appears in 1 contract
Reservation and Availability of Common Stock. (a) The Company -------------------------------------------- covenants and agrees that it will cause to be reserved and kept available out of its authorized and unissued shares of Common Stock Stock, or any authorized and issued shares of Common Stock held in its treasury, free from preemptive rights and solely for the purpose of issue upon exercise of the Warrants, that number of shares of Common Stock that will from time to time be sufficient to permit the exercise in full of all outstanding Warrants.
Rights and, after the occurrence of an event specified in Sections 11 and 13, shall so reserve and keep available a sufficient number of shares of Common Stock (band/or other securities) which may be required to permit the exercise in full of the Rights pursuant to this Agreement. So long as the shares of Common Stock (and, after the occurrence of an event specified in Sections 11 and 13, any other securities) issuable upon the exercise of the Rights may be listed on any national securities exchange, the Company shall use its best efforts to cause, from and after such time as the Rights become exercisable, all shares (or other securities) reserved for such issuance to be listed on such exchange upon official notice of issuance upon such exercise. The Company covenants and agrees that it will take all such action as may be necessary to ensure that all shares of Common Stock and/or other securities delivered upon the exercise of Warrants Rights shall, at the time of delivery of the certificates for such shares of Common Stock or other securities (subject to payment of the Exercise Purchase Price), be duly authorized, and validly issued, authorized and issued and fully paid and nonassessable shares.
(c) shares or securities. The Company further covenants and agrees that it will pay when due and payable any and all federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Warrant Rights Certificates or of any certificates for shares of Common Stock and/or other securities upon the exercise of Warrants, except that if the shares of Common Stock or new Warrant Certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all transfer taxes shall be paid by the Holder of the Warrant at the time of delivery of the executed election to purchase or promptly upon receipt of a written request of the Company for payment.
(d) Rights. The Company shall promptly secure not, however, be required to pay any transfer tax which may be payable in respect of any transfer or delivery of Rights Certificates to a Person other than, or in respect of the listing issuance or delivery of the shares of Common Stock issuable and/or other securities in a name other than that of, the registered holder of the Rights Certificates evidencing Rights surrendered for exercise or to issue or deliver any certificates for shares of Common Stock, and/or other securities in a name other than that of the registered holder upon the exercise of any Rights until such tax shall have been paid (any such tax being payable by the holder of such Rights Certificate at the time of surrender) or until it has been established to the Company's satisfaction that no such tax is due. The Company shall use its best efforts to (i) file, as soon as practicable following the Distribution Date, a registration statement on an appropriate form under the Securities Act of 1933, as amended (the "Act"), with respect to the securities purchasable upon exercise of the Warrant(sRights, (ii) upon each national securities exchange or automated quotation systemcause such registration statement to become effective as soon as practicable after such filing, if any, upon which shares of Common Stock are then listed and (subject iii) cause such registration statement to official notice of issuance upon exercise remain effective (with a prospectus at all times meeting the requirements of the Warrant(s)Act and the rules and regulations thereunder) and shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all shares of Common Stock from time to time issuable upon until the exercise expiration of the Warrant(s) and Rights. The Company will also take such action as may be appropriate under the Company shall so list on each national securities exchange or automated quotation system, as the case may be, and shall maintain such listing of, any other shares of capital stock blue sky laws of the Company issuable upon the exercise of the Warrant(s) if and so long as any shares of the same class shall be listed on such national securities exchange or automated quotation systemvarious states.
Appears in 1 contract
Reservation and Availability of Common Stock. (a) The Company covenants and agrees that it will cause to be reserved and kept available out of its authorized and unissued shares of Common Stock Stock, or any authorized and issued shares of Common Stock held in its treasury, free from preemptive rights and solely for the purpose of issue upon exercise of the Warrants, that number of shares of Common Stock that will from time to time be sufficient to permit the exercise in full of all outstanding Warrants.
Rights and, after the occurrence of an event specified in Sections 11 and 13, shall so reserve and keep available a sufficient number of shares of Common Stock (band/or other securities) which may be required to permit the exercise in full of the Rights pursuant to this Agreement. So long as the shares of Common Stock (and, after the occurrence of an event specified in Sections 11 and 13, any other securities) issuable upon the exercise of the Rights may be listed on any national securities exchange, the Company shall use its best efforts to cause, from and after such time as the Rights become exercisable, all shares (or other securities) reserved for such issuance to be listed on such exchange upon official notice of issuance upon such exercise. The Company covenants and agrees that it will take all such action as may be necessary to ensure that all shares of Common Stock and/or other securities delivered upon the exercise of Warrants Rights shall, at the time of delivery of the certificates for such shares of Common Stock or other securities (subject to payment of the Exercise Purchase Price), be duly authorized, and validly issued, authorized and issued and fully paid and nonassessable shares.
(c) shares or securities. The Company further covenants and agrees that it will pay when due and payable any and all federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Warrant Rights Certificates or of any certificates for shares of Common Stock and/or other securities upon the exercise of Warrants, except that if the shares of Common Stock or new Warrant Certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all transfer taxes shall be paid by the Holder of the Warrant at the time of delivery of the executed election to purchase or promptly upon receipt of a written request of the Company for payment.
(d) Rights. The Company shall promptly secure not, however, be required to pay any transfer tax which may be payable in respect of any transfer or delivery of Rights Certificates to a Person other than, or in respect of the listing issuance or delivery of the shares of Common Stock issuable and/or other securities in a name other than that of, the registered holder of the Rights Certificates evidencing Rights surrendered for exercise or to issue or deliver any certificates for shares of Common Stock, and/or other securities in a name other than that of the registered holder upon the exercise of any Rights until such tax shall have been paid (any such tax being payable by the holder of such Rights Certificate at the time of surrender) or until it has been established to the Company's satisfaction that no such tax is due. The Company shall use its best efforts to (i) file, as soon as practicable following the Distribution Date, a registration statement on an appropriate form under the Securities Act of 1933, as amended (the "Act"), with respect to the securities purchasable upon exercise of the Warrant(sRights, (ii) upon each national securities exchange or automated quotation systemcause such registration statement to become effective as soon as practicable after such filing, if any, upon which shares of Common Stock are then listed and (subject iii) cause such registration statement to official notice of issuance upon exercise remain effective (with a prospectus at all times meeting the requirements of the Warrant(s)Act and the rules and regulations thereunder) and shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all shares of Common Stock from time to time issuable upon until the exercise expiration of the Warrant(s) and Rights. The Company will also take such action as may be appropriate under the Company shall so list on each national securities exchange or automated quotation system, as the case may be, and shall maintain such listing of, any other shares of capital stock blue sky laws of the Company issuable upon the exercise of the Warrant(s) if and so long as any shares of the same class shall be listed on such national securities exchange or automated quotation systemvarious states.
Appears in 1 contract
Samples: Shareholder Rights Agreement (Westamerica Bancorporation)
Reservation and Availability of Common Stock. (a) The Company ------------------------------------------ covenants and agrees that it will cause to be reserved and kept available out of its authorized and unissued shares of Common Stock Stock, or any authorized and issued shares of Common Stock held in its treasury, free from preemptive rights and solely for the purpose of issue upon exercise of the Warrants, that number of shares of Common Stock that will from time to time be sufficient to permit the exercise in full of all outstanding Warrants.
Rights and, after the occurrence of an event specified in Section 11, shall so reserve and keep available a sufficient number of shares of Common Stock (band/or other securities) which may be required to permit the exercise in full of the Rights pursuant to this Agreement. So long as the shares of Common Stock (and, after the occurrence of an event specified in Section 11, any other securities) issuable upon the exercise of the Rights may be listed on any national securities exchange, the Company shall use its best efforts to cause, from and after such time as the Rights become exercisable, all shares (or other securities) reserved for such issuance to be listed on such exchange upon official notice of issuance upon such exercise. The Company covenants and agrees that it will take all such action as may be necessary to ensure that all shares of Common Stock, Common Stock and/or other securities delivered upon the exercise of Warrants Rights shall, at the time of delivery of the certificates for such shares of Common Stock or other securities (subject to payment of the Exercise Purchase Price), be duly authorized, and validly issued, authorized and issued and fully paid and nonassessable shares.
(c) shares or securities. The Company further covenants and agrees that it will pay when due and payable any and all federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Warrant Rights Certificates or of any certificates for shares of Common Stock and/or other securities upon the exercise of Warrants, except that if the shares of Common Stock or new Warrant Certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all transfer taxes shall be paid by the Holder of the Warrant at the time of delivery of the executed election to purchase or promptly upon receipt of a written request of the Company for payment.
(d) Rights. The Company shall promptly secure not, however, be required to pay any transfer tax which may be payable in respect of any transfer or delivery of Rights Certificates to a person other than, or in respect of the listing issuance or delivery of the shares of Common Stock issuable upon exercise and/or other securities in a name other than that of, the registered holder of the Warrant(s) upon each national securities exchange Rights Certificates evidencing Rights surrendered for exercise or automated quotation system, if any, upon which to issue or deliver any certificates for shares of Common Stock are then listed (subject to official notice of issuance upon exercise and/or other securities in a name other than that of the Warrant(s)) and shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all shares of Common Stock from time to time issuable registered holder upon the exercise of any Rights until such tax shall have been paid (any such tax being payable by the Warrant(s) and the Company shall so list on each national securities exchange or automated quotation system, as the case may be, and shall maintain such listing of, any other shares holder of capital stock of the Company issuable upon the exercise of the Warrant(s) if and so long as any shares of the same class shall be listed on such national securities exchange or automated quotation system.17
Appears in 1 contract
Samples: Rights Agreement (Gpu Inc /Pa/)
Reservation and Availability of Common Stock. (a) The Company covenants and agrees that it from the time that the Rights first become exercisable and except as provided in Section 11(a)(iii) or in the following sentence, the Company will cause to be reserved and kept available for issuance upon exercise of the Rights out of its authorized and unissued shares of Common Stock or any shares of Common Stock held in its treasury, free from preemptive rights and solely all shares of Common Stock which are not reserved for other purposes. The foregoing notwithstanding, if at the purpose time the Rights first become exercisable (other than as a result of issue upon exercise a Triggering Event), the sum of the Warrantsnumber of authorized, that but unissued shares of Common Stock and the number of shares of Common Stock that will from time to time be held in treasury (including for this purpose the number of authorized, but unissued shares or treasury shares reserved for issuance upon exercise of the Rights) minus the number of shares of Common Stock (whether authorized, but unissued shares or treasury shares) reserved for issuance for purposes other than upon exercise of the Rights is not sufficient to permit the exercise in full of all outstanding Warrantsthe Rights for Common Stock, each Right shall thereafter be exercisable for a fraction of a share of Common Stock and such other consideration designated by the Board of Directors of the Company which the Board of Directors of the Company has determined, based on the advice of a nationally recognized investment banking firm selected by the Board of Directors of the Company, to have a value equal to the Common Stock (or fraction thereof) for which the Right may otherwise have been exercisable. Common Stock shall not be deemed reserved hereunder and, as such, unavail- able for other purposes, unless and until the Rights first become exercisable. The provisions of this Section 9(a) shall be interpreted in a manner consistent with Section 11(a)(iii).
(b) So long as the Common Stock issuable and deliverable upon the exercise of the Rights may be listed on any national securities exchange, the Company shall use its reasonable efforts to cause, from and after such time as the Rights become exercisable and the Company reasonably anticipates that a Right may be exercised, all shares reserved for such issuance to be listed on such exchange upon official notice of issuance upon such exercise.
(c) The Company shall use its reasonable efforts to (i) file, as soon as practicable following the earliest date after the first occurrence of a Section 11(a)(ii) Event on which the consideration to be delivered by the Company upon exercise of the Rights has been determined in accordance with Section 11(a)(iii) hereof, or as soon as is required by law or regulation following the Distribution Date, as the case may be, a registration statement under the Securities Act of 1933, as amended (the "Securities Act"), with respect to the Common Stock or other securities purchasable upon exercise of the Rights on an appropriate form, (ii) cause such registration statement to become effective as soon as practicable after such filing, and (iii) cause such registration statement to remain effective (with a prospectus at all times meeting the requirements of the Securities Act) until the earlier of (A) the date as of which the Rights are no longer exercisable for such securities, and (B) the date of the expiration of the Rights. The Company will also take such action as may be appropriate under, or to ensure compliance with, the securities or "blue sky" laws of the various states in connection with the exercisability of the Rights. The Company may temporarily suspend, for a period of time not to exceed ninety (90) days after the date set forth in clause (i) of the first sentence of this Section 9(c), the exercisability of the Rights in order to prepare and file such registration statement and permit it to become effective. Upon any such suspension, the Company shall issue a public announcement stating that the exercisability of the Rights has been temporarily suspended, as well as a public announcement at such time as the suspension is no longer in effect. In addition, if the Company shall determine that a registration statement is required following the Distribution Date, the Company may temporarily suspend the exercisability of the Rights until such time as a registration statement has been declared effective. Notwithstanding any provision of this Agreement to the contrary, the Rights shall not be exercisable in any jurisdiction if the requisite qualification in such jurisdiction has not been obtained, the exercise thereof is not permitted under applicable law or a registration statement has not been declared effective.
(d) The Company covenants and agrees that it will take all such action as may be necessary to ensure that all shares of Common Stock delivered upon the exercise of Warrants Rights shall, at the time of delivery of the certificates for such shares of Common Stock (subject to payment of the Exercise Purchase Price), be duly authorized, and validly issued, authorized and issued and fully paid and nonassessable sharesnonassessable.
(ce) The Company further covenants and agrees that it will pay when due and payable any and all federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Warrant Rights Certificates or and of any shares of certificates for Common Stock upon the exercise of Warrants, except that if the shares of Common Stock (or new Warrant Certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all transfer taxes shall be paid by the Holder of the Warrant at the time of delivery of the executed election to purchase or promptly upon receipt of a written request of the Company for payment.
(d) The Company shall promptly secure the listing of the shares of Common Stock issuable upon exercise of the Warrant(s) upon each national securities exchange or automated quotation system, if any, upon which shares of Common Stock are then listed (subject to official notice of issuance upon exercise of the Warrant(s)) and shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all shares of Common Stock from time to time issuable upon the exercise of the Warrant(s) and the Company shall so list on each national securities exchange or automated quotation systemsecurities, as the case may be), and shall maintain such listing of, any other shares of capital stock of the Company issuable upon the exercise of Rights. The Company shall not, however, be required to pay any transfer tax which may be payable in respect of any transfer or delivery of Rights Certificates to a Person other than, or the Warrant(s) if and so long as any shares issuance or delivery of the same class Common Stock (or other securities, as the case may be) in respect of a name other than that of, the registered holder of the Rights Certificates evidencing Rights surrendered for exercise or to issue or deliver any certificates for Common Stock (or other securities, as the case may be) in a name other than that of the registered holder upon the exercise of any Rights until such tax shall be listed on have been paid (any such national securities exchange tax being payable by the holder of such Rights Certificate at the time of surrender) or automated quotation systemuntil it has been established to the Company's satisfaction that no such tax is due.
Appears in 1 contract
Samples: Rights Agreement (Cinergy Corp)
Reservation and Availability of Common Stock. (a) The Company covenants and agrees that it will cause to be reserved and kept available available, out of its authorized and unissued shares of Common Stock or any shares of its authorized and issued Common Stock held in its treasury, free from preemptive rights and solely for the purpose of issue upon exercise of the Warrants, that number of shares of Common Stock that will from time to time be sufficient to permit the exercise in full of all outstanding Warrants.
(b) . For so long as the Common Stock issuable upon the exercise of Warrants may be listed on any national securities exchange or on the NASDAQ National Market, the Company shall use its best efforts to cause all shares reserved for such issuance to be listed upon official notice of issuance upon such exercise. The Company covenants and agrees that it will take all such action as may be necessary to ensure insure that all shares of Common Stock delivered upon the exercise of Warrants shall, at the time of delivery of the certificates for such shares of Common Stock (subject to payment of the Exercise Price), be duly authorized, and validly issued, authorized and issued and fully paid and nonassessable shares.
. THE COMPANY FURTHER COVENANTS AND AGREES THAT IT WILL, BY POST-EFFECTIVE AMENDMENT TO THE REGISTRATION STATEMENT OR OTHERWISE, FILE A registration statement (cthe "Shelf Registration") on an appropriate form pursuant to Rule 415 under the Securities Act of 1933, as amended (the "Securities Act") or any similar rule that may be adopted by the Securities and Exchange Commission with respect to THE ISSUANCE OF WARRANT SHARES UPON EXERCISE OF THE WARRANTS IN ACCORDANCE WITH THE TERMS HEREOF, AND WILL use its best efforts to cause the Shelf Registration to be AND REMAIN EFFECTIVE DURING ALL PERIODS PRIOR TO THE EXPIRATION DATE IN WHICH THE MARKET PRICE PER SHARE OF THE COMMON STOCK, AS ESTABLISHED ON THE PRINCIPAL TRADING MARKET THEREFOR, SHALL EXCEED THE EXERCISE PRICE. The Company further covenants and agrees that it will pay when due and payable payable, any and all federal Federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Warrant Certificates or of any certificates of Common Stock shares upon the exercise of Warrants. The Company shall not, however, be required to pay any transfer tax which may be payable in respect of any transfer involved in the transfer or delivery of Warrant Certificates or the issuance or delivery of certificates for Common Stock in a name other than that of the registered holder of the Warrant Certificate evidencing Warrants surrendered for exercise or to issue or deliver any certificates for Common Stock upon the exercise of Warrants, except that if the shares of Common Stock or new Warrant Certificates any Warrants until any such tax shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all transfer taxes shall be have been paid (any such tax being payable by the Holder holder of the such Warrant Certificate at the time of delivery of surrender) or until it has been established to the executed election to purchase or promptly upon receipt of a written request of the Company for paymentCompany's satisfaction that no such tax is due.
(d) The Company shall promptly secure the listing of the shares of Common Stock issuable upon exercise of the Warrant(s) upon each national securities exchange or automated quotation system, if any, upon which shares of Common Stock are then listed (subject to official notice of issuance upon exercise of the Warrant(s)) and shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all shares of Common Stock from time to time issuable upon the exercise of the Warrant(s) and the Company shall so list on each national securities exchange or automated quotation system, as the case may be, and shall maintain such listing of, any other shares of capital stock of the Company issuable upon the exercise of the Warrant(s) if and so long as any shares of the same class shall be listed on such national securities exchange or automated quotation system.
Appears in 1 contract
Reservation and Availability of Common Stock. (a) The Company covenants and agrees that it will cause to be reserved and kept available out of its authorized and unissued shares of Common Stock Stock, or any authorized and issued shares of Common Stock held in its treasury, free from preemptive rights and solely for the purpose of issue upon exercise of the Warrants, that number of shares of Common Stock that will from time to time be sufficient to permit the exercise in full of all outstanding Warrants.
Rights and, after the occurrence of an event specified in Section 11, shall so reserve and keep available a sufficient number of shares of Common Stock (band/or other securities) which may be required to permit the exercise in full of the Rights pursuant to this Agreement. So long as the shares of Common Stock (and, after the occurrence of an event specified in Section 11, any other securities) issuable upon the exercise of the Rights may be listed on any national securities exchange, the Company shall use its best efforts to cause, from and after such time as the Rights become exercisable, all shares (or other securities) reserved for such issuance to be listed on such exchange upon official notice of issuance upon such exercise. The Company covenants and agrees that it will take all such action as may be necessary to ensure that all shares of Common Stock, Common Stock and/or other securities delivered upon the exercise of Warrants Rights shall, at the time of delivery of the certificates for such shares of Common Stock or other securities (subject to payment of the Exercise Purchase Price), be duly authorized, and validly issued, authorized and issued and fully paid and nonassessable shares.
(c) shares or securities. The Company further covenants and agrees that it will pay when due and payable any and all federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Warrant Rights Certificates or of any certificates for shares of Common Stock and/or other securities upon the exercise of Warrants, except that if the shares of Common Stock or new Warrant Certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all transfer taxes shall be paid by the Holder of the Warrant at the time of delivery of the executed election to purchase or promptly upon receipt of a written request of the Company for payment.
(d) Rights. The Company shall promptly secure not, however, be required to pay any transfer tax which may be payable in respect of any transfer or delivery of Rights Certificates to a person other than, or in respect of the listing issuance or delivery of the shares of Common Stock issuable and/or other securities in a name other than that of, the registered holder of the Rights Certificates evidencing Rights surrendered for exercise or to issue or deliver any certificates for shares of Common Stock and/or other securities in a name other than that of the registered holder upon the exercise of any Rights until such tax shall have been paid (any such tax being payable by the holder of such Rights Certificate at the time of surrender) or until it has been established to the Company's satisfaction that no such tax is due. The Company shall use its best efforts to (i) file, as soon as practicable following the Distribution Date, a registration statement under the Securities Act of 1933 (the "Act"), with respect to the securities purchasable upon exercise of the Warrant(sRights on an appropriate form, (ii) upon each national securities exchange or automated quotation systemcause such registration statement to become effective as soon as practicable after such filing, if any, upon which shares of Common Stock are then listed and (subject iii) cause such registration statement to official notice of issuance upon exercise remain effective (with a prospectus at all times meeting the requirements of the Warrant(s)Act) and shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all shares of Common Stock from time to time issuable upon until the exercise date of the Warrant(s) and the Company shall so list on each national securities exchange or automated quotation system, as the case may be, and shall maintain such listing of, any other shares of capital stock expiration of the rights provided by Section 11(a)(ii). The Company issuable upon will also take such action as may be appropriate under the exercise blue sky laws of the Warrant(s) if and so long as any shares of the same class shall be listed on such national securities exchange or automated quotation systemvarious states.
Appears in 1 contract
Reservation and Availability of Common Stock. (a) The Company covenants and agrees that it will cause to be reserved and kept available available, out of its authorized and unissued shares of Common Stock or any shares of its authorized and issued Common Stock held in its treasury, free from preemptive rights and solely for the purpose of issue upon exercise of the Warrants, that number of shares of Common Stock that will from time to time be sufficient to permit the exercise in full of all outstanding Warrants.
(b) . For so long as the Common Stock issuable upon the exercise of Warrants may be listed on any national securities exchange or on the NASDAQ National Market, the Company shall use its best efforts to cause all shares reserved for such issuance to be listed upon official notice of issuance upon such exercise. The Company covenants and agrees that it will take all such action as may be necessary to ensure insure that all shares of Common Stock delivered upon the exercise of Warrants shall, at the time of delivery of the certificates for such shares of Common Stock (subject to payment of the Exercise Price), be duly authorized, and validly issued, authorized and issued and fully paid and nonassessable shares.
(c) . The Company further covenants and agrees that it will pay when due and payable payable, any and all federal Federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Warrant Certificates or of any certificates of Common Stock shares upon the exercise of Warrants. The Company shall not, however, be required to pay any transfer tax which may be payable in respect of any transfer involved in the transfer or delivery of Warrant Certificates or the issuance or delivery of certificates for Common Stock in a name other than that of the registered holder of the Warrant Certificate evidencing Warrants surrendered for exercise or to issue or deliver any certificates for Common Stock upon the exercise of Warrants, except that if the shares of Common Stock or new Warrant Certificates any Warrants until any such tax shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all transfer taxes shall be have been paid (any such tax being payable by the Holder holder of the such Warrant Certificate at the time of delivery of surrender) or until it has been established to the executed election to purchase or promptly upon receipt of a written request of the Company for paymentCompany's satisfaction that no such tax is due.
(d) The Company shall promptly secure the listing of the shares of Common Stock issuable upon exercise of the Warrant(s) upon each national securities exchange or automated quotation system, if any, upon which shares of Common Stock are then listed (subject to official notice of issuance upon exercise of the Warrant(s)) and shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all shares of Common Stock from time to time issuable upon the exercise of the Warrant(s) and the Company shall so list on each national securities exchange or automated quotation system, as the case may be, and shall maintain such listing of, any other shares of capital stock of the Company issuable upon the exercise of the Warrant(s) if and so long as any shares of the same class shall be listed on such national securities exchange or automated quotation system.
Appears in 1 contract
Reservation and Availability of Common Stock. (a) The Company covenants and agrees that it will cause to be reserved and kept available available, out of its authorized and unissued shares of Common Stock or any shares of its authorized and issued Common Stock held in its treasury, free from preemptive rights and solely for the purpose of issue upon exercise of the Warrants, that number of shares of Common Stock that will from time to time be sufficient to permit the exercise in full of all outstanding Warrants.
(b) . For so long as the Common Stock issuable upon the exercise of Warrants may be listed on any national securities exchange or on the NASDAQ National Market, the Company shall use its best efforts to cause all shares reserved for such issuance to be listed upon official notice of issuance upon such exercise. The Company covenants and agrees that it will take all such action as may be necessary to ensure insure that all shares of Common Stock delivered upon the exercise of Warrants shall, at the time of delivery of the certificates for such shares of Common Stock (subject to payment of the Exercise Price), be duly authorized, and validly issued, authorized and issued and fully paid and nonassessable shares.
(c) . The Company further covenants and agrees that it will pay when due and payable payable, any and all federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Warrant Certificates or of any certificates of Common Stock shares upon the exercise of Warrants. The Company shall not, however, be required to pay any transfer tax which may be payable in respect of any transfer involved in the transfer or delivery of Warrant Certificates or the issuance or delivery of certificates for Common Stock in a name other than that of the registered holder of the Warrant Certificate evidencing Warrants surrendered for exercise or to issue or deliver any certificates for Common Stock upon the exercise of Warrants, except that if the shares of Common Stock or new Warrant Certificates any Warrants until any such tax shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all transfer taxes shall be have been paid (any such tax being payable by the Holder holder of the such Warrant Certificate at the time of delivery of surrender) or until it has been established to the executed election to purchase or promptly upon receipt of a written request of the Company for paymentCompany's satisfaction that no such tax is due.
(d) The Company shall promptly secure the listing of the shares of Common Stock issuable upon exercise of the Warrant(s) upon each national securities exchange or automated quotation system, if any, upon which shares of Common Stock are then listed (subject to official notice of issuance upon exercise of the Warrant(s)) and shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all shares of Common Stock from time to time issuable upon the exercise of the Warrant(s) and the Company shall so list on each national securities exchange or automated quotation system, as the case may be, and shall maintain such listing of, any other shares of capital stock of the Company issuable upon the exercise of the Warrant(s) if and so long as any shares of the same class shall be listed on such national securities exchange or automated quotation system.
Appears in 1 contract
Reservation and Availability of Common Stock. (a) The Company covenants and agrees that after the occurrence of an event specified in Section 11 it will cause to be reserved shall reserve and kept keep available out of its authorized and unissued shares of Common Stock or any shares of Common Stock held in its treasury, free from preemptive rights and solely for the purpose of issue upon exercise of the Warrants, that a sufficient number of shares of Common Stock that will from time to time (and/or other securities) which may be sufficient required to permit the exercise in full of all outstanding Warrantsthe Rights pursuant to this Agreement.
(b) So long as the shares of Common Stock (and, after the occurrence of an event specified in Section 11, any other securities) issuable upon the exercise of the Rights may be listed on any national securities exchange, the Company shall use its best efforts to cause, from and after such time as the Rights become exercisable, all shares of Common Stock (or other securities) reserved for such issuance to be listed on such exchange upon official notice of issuance upon such exercise.
(c) The Company covenants and agrees that it will take all such action as may be necessary to ensure that all shares of Common Stock and/or other securities delivered upon the exercise of Warrants Rights shall, at the time of delivery of the certificates for such shares of Common Stock or other securities (subject to payment of the Exercise Purchase Price), be duly authorized, and validly issued, authorized and issued and fully paid and nonassessable sharesshares or securities.
(cd) The Company further covenants and agrees that it will pay when due and payable any and all federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Warrant Rights Certificates or of any certificates for shares of Common Stock (or other assets, cash or other securities, as the case may be) upon the exercise of Warrants, except that if the shares of Common Stock or new Warrant Certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all transfer taxes shall be paid by the Holder of the Warrant at the time of delivery of the executed election to purchase or promptly upon receipt of a written request of the Company for payment.
(d) Rights. The Company shall promptly secure not, however, be required to pay any transfer tax which may be payable in respect of any transfer or delivery of Rights Certificates to a Person other than, or in respect of the listing issuance or delivery of the shares of Common Stock and/or other securities in a name other than that of, the registered holder of the Rights Certificates evidencing Rights surrendered for exercise or to issue or deliver any certificates for shares of Common Stock, and/or other securities in a name other than that of the registered holder upon the exercise of any Rights until such tax shall have been paid (any such tax being payable by the holder of such Rights Certificate at the time of surrender) or until it has been established to the Company's satisfaction that no such tax is due.
(e) The Company shall use its best efforts to (i) file, as soon as practicable following the Distribution Date, a registration statement under the Securities Act of 1933, as amended (the "Act"), with respect to the securities purchasable upon exercise of the Rights on an appropriate form, (ii) cause such registration statement to become effective as soon as practicable after such filing, and (iii) cause such registration statement to remain effective (with a prospectus at all times meeting the requirements of the Act and the rules and regulations thereunder) until the date of the expiration of the Rights provided by Section 11(a)(ii). The Company will also take such action as may be appropriate under the blue sky laws of the various states. The Company shall use its best efforts, as soon as practicable following the earliest date after the first occurrence of an event described in Section 11(a)(ii) on which consideration to be delivered by the Company upon exercise of the Rights has been determined pursuant to this Agreement, to obtain such regulatory approvals as may be necessary for it to issue securities purchasable upon exercise of the Rights, and if, within 90 days after the exercise of any Right, the Company has been unable to obtain any required regulatory approval for the issuance of the Common Stock to be delivered in connection with the exercise of that Right (or if the Company is otherwise unable to issue the shares of Common Stock under its charter or for any other reason), the Company shall substitute for the shares of Common Stock otherwise issuable upon exercise of the Warrant(sRight (1) upon each national cash, (2) a reduction in the Purchase Price, (3) other equity securities exchange or automated quotation system, if any, upon which shares of Common Stock are then listed (subject to official notice of issuance upon exercise of the Warrant(s)) and shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all shares of Common Stock from time to time issuable upon the exercise of the Warrant(s) and the Company shall so list on each national securities exchange or automated quotation system, as the case may be, and shall maintain such listing of, any other shares of capital stock of the Company issuable (including without limitation shares or units of shares of preferred stock or other securities, except to the extent that the Company has not obtained any necessary regulatory approval for such issuance, (4) debt securities of the Company, except to the extent that the Company has not obtained any necessary regulatory approval for such issuance, (5) other assets, or (6) any combination of the foregoing, having an aggregate value equal to the "current per share market price" (as determined pursuant to Section 11(d)(ii) hereof) of the Common Stock for which such Right is otherwise exercisable, where such aggregate value has been determined by the Board of Directors of the Company based upon the exercise advice of a nationally recognized investment banking firm selected by the Board of Directors of the Warrant(s) if and so long as any shares of the same class shall be listed on such national securities exchange or automated quotation systemCompany.
Appears in 1 contract
Reservation and Availability of Common Stock. (a) The Company covenants and agrees that it will cause to be reserved and kept available out of its authorized and unissued shares of Common Stock or any authorized and issued shares of Common Stock held in its treasury, free from preemptive rights and solely for treasury the purpose of issue upon exercise of the Warrants, that number of shares of Common Stock that will from time to time be sufficient to permit the exercise in full of all outstanding WarrantsRights in accordance with Section 7.
(b) So long as the shares of Common Stock issuable upon the exercise of Rights may be listed on any national securities exchange, the Company shall use its best efforts to cause, from and after such time as the Rights become exercisable, all shares of Common Stock reserved for such issuance to be listed on such exchange upon official notice of issuance upon such exercise.
(c) The Company covenants and agrees that it will take all such action as may be necessary to ensure that all shares of Common Stock delivered upon the exercise of Warrants Rights shall, at the time of delivery of the certificates for such shares of Common Stock (subject to payment of the Exercise Purchase Price), be duly authorized, and validly issued, authorized and issued and fully paid and nonassessable sharesshares (except as otherwise provided by any corporation law applicable to the Company).
(cd) The Company further covenants and agrees that it will pay when due and payable any and all federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Warrant Right Certificates or of any shares of Common Stock upon the exercise of WarrantsRights. The Company shall not, except that if however, be required to pay any transfer tax which may be payable in respect of any transfer or delivery of Right Certificates to a person other than, or the issuance or delivery of certificates for the shares of Common Stock or new Warrant Certificates shall be registered in a name or names other than that of, the name registered holder of the Holder, funds sufficient Right Certificate evidencing Rights surrendered for exercise or to pay all transfer taxes issue or to deliver any certificates for shares of Common Stock upon the exercise of any Rights until any such tax shall be have been paid (any such tax being payable by the Holder holder of the Warrant such Right Certificate at the time of delivery of surrender) or until it has been established to the executed election to purchase or promptly upon receipt of a written request of the Company for paymentCompany’s reasonable satisfaction that no such tax is due.
(de) The Company shall promptly secure use its best efforts to (i) file, as soon as practicable following the listing earliest date after the occurrence of a Section 11(a)(ii) Event on which the shares of Common Stock issuable consideration to be delivered by the Company upon exercise of the Warrant(s) upon each national securities exchange Rights has been determined in accordance with Section 11(a)(iii), or automated quotation system, if any, upon which shares of Common Stock are then listed (subject to official notice of issuance upon exercise of as soon as required by law following the Warrant(s)) and shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all shares of Common Stock from time to time issuable upon the exercise of the Warrant(s) and the Company shall so list on each national securities exchange or automated quotation systemDistribution Date, as the case may be, and shall maintain such listing ofa registration statement under the Securities Act of 1933, any other shares of capital stock of as amended (the Company issuable “Securities Act”), with respect to the securities purchasable upon the exercise of the Warrant(sRights on an appropriate form, (ii) if cause that registration statement to become effective as soon as practicable after such filing, and so long as any shares (iii) cause that registration statement to remain effective (with a prospectus that at all times meets the requirements of the same class Securities Act) until the earlier of (A) the date as of which the Rights are no longer exercisable for such securities, or (B) the Expiration Date. The Company will also take any action that is appropriate to ensure compliance with the securities or “blue sky” laws of the various states in connection with the exercisability of the Rights. The Company may temporarily suspend, for a period of time not to exceed ninety (90) days after the date determined in accordance with the first sentence of this Section 9(e), the exercisability of the Rights in order to prepare and file such registration statement and permit it to become effective. Upon such suspension, the Company shall be listed on such national securities exchange or automated quotation systemissue a public announcement stating that the exercisability of the Rights has been temporarily suspended, as well as a public announcement when the suspension is no longer in effect, in each case with prompt written notice to the Rights Agent. Notwithstanding any provision of this Agreement to the contrary, the Rights are not exercisable in any jurisdiction unless the requisite qualification in that jurisdiction has been obtained.
Appears in 1 contract
Reservation and Availability of Common Stock. (a) The Company --------------------------------------------- covenants and agrees that it will cause to be reserved and kept available out of its authorized and unissued shares of Common Stock Stock, or any authorized and issued shares of Common Stock held in its treasury, free from preemptive rights and solely for the purpose of issue upon exercise of the Warrants, that number of shares of Common Stock that will from time to time be sufficient to permit the exercise in full of all outstanding Warrants.
Rights and, after the occurrence of an event specified in Section 11, shall so reserve and keep available a sufficient number of shares of Common Stock (band/or other securities) which may be required to permit the exercise in full of the Rights pursuant to this Agreement. So long as the shares of Common Stock (and, after the occurrence of an event specified in Section 11, any other securities) issuable upon the exercise of the Rights may be listed on any national securities exchange, the Company shall use its best efforts to cause, from and after such time as the Rights become exercisable, all shares (or other securities) reserved for such issuance to be listed on such exchange upon official notice of issuance upon such exercise. The Company covenants and agrees that it will take all such action as may be necessary to ensure that all shares of Common 00 Xxxxxx Xxxxx, Xxxxxx Stock and/or other securities delivered upon the exercise of Warrants Rights shall, at the time of delivery of the certificates for such shares of Common Stock or other securities (subject to payment of the Exercise Purchase Price), be duly authorized, and validly issued, authorized and issued and fully paid and nonassessable shares.
(c) shares or securities. The Company further covenants and agrees that it will pay when due and payable any and all federal and state transfer taxes and charges which may be payable in respect of the issuance or delivery of the Warrant Rights Certificates or of any certificates for shares of Common Stock and/or other securities upon the exercise of Warrants, except that if the shares of Common Stock or new Warrant Certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all transfer taxes shall be paid by the Holder of the Warrant at the time of delivery of the executed election to purchase or promptly upon receipt of a written request of the Company for payment.
(d) Rights. The Company shall promptly secure not, however, be required to pay any transfer tax which may be payable in respect of any transfer or delivery of Rights Certificates to a person other than, or in respect of the listing issuance or delivery of the shares of Common Stock issuable upon exercise and/or other securities in a name other than that of, the registered holder of the Warrant(s) upon each national securities exchange Rights Certificates evidencing Rights surrendered for exercise or automated quotation system, if any, upon which to issue or deliver any certificates for shares of Common Stock are then listed (subject to official notice of issuance upon exercise and/or other securities in a name other than that of the Warrant(s)) and shall maintain, so long as any other shares of Common Stock shall be so listed, such listing of all shares of Common Stock from time to time issuable registered holder upon the exercise of any Rights until such tax shall have been paid (any such tax being payable by the Warrant(sholder of such Rights Certificate at the time of surrender) and or until it has been established to the Company's satisfaction that no such tax is due. The Company shall so list on each national securities exchange or automated quotation systemuse its best efforts to (i) file, as soon as practicable following the case may beDistribution Date, and shall maintain such listing ofa registration statement under the Securities Act of 1933 (the "Act"), any other shares of capital stock of with respect to the Company issuable securities purchasable upon the exercise of the Warrant(s) if and so long as any shares of the same class shall be listed on such national securities exchange or automated quotation system.20
Appears in 1 contract
Samples: Rights Agreement (Gpu Inc /Pa/)
