RESERVATION OF COMMON. STOCK(1). The Company covenants that it will at all times reserve and keep available out of its authorized but unissued and otherwise unreserved Common Stock, solely for the purpose of enabling it to issue Common Stock issuable upon conversion of Additional Notes and Additional Investment Right Warrants as therein provided. The Company covenants that all Additional Notes and Additional Investment Right Warrants so issuable and deliverable shall, upon issuance and the payment of the applicable Exercise Price in accordance with the terms hereof, be duly and validly authorized, issued and fully paid and nonassessable. The Company will take all such action as may be necessary to assure that any shares of Common Stock issuable upon conversion of the Additional Notes and exercise of the Additional Investment Right Warrants may be issued as provided therein without violation of any applicable law or regulation, or of any requirements of any securities exchange or automated quotation system upon which the Common Stock may be listed.
RESERVATION OF COMMON. The Company will at all times reserve and keep available, solely for issuance and delivery upon the conversion of the Company Shares and Exchange Shares, all Common Stock issuable from time to time upon such conversion, as well as Common Stock issuable pursuant to the exercise of the Warrant.
RESERVATION OF COMMON. The Corporation shall at all times reserve and keep available out of its authorized but unissued Common Stock the full number of shares deliverable upon conversion of all of the then outstanding Preferred Stock and shall take all such action and obtain all such permits and orders as may be necessary to enable the Corporation lawfully to issue such Common Stock upon the conversion of the Preferred Stock.
RESERVATION OF COMMON. The Corporation shall, at all times when the Series A Preferred Stock shall be outstanding, reserve and keep available out of its authorized but unissued stock, for the purpose of effecting the conversion of the Series A Preferred Stock, such number of its duly authorized shares of Class A Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of Series A Preferred Stock. Before taking any action which would cause an adjustment reducing the Series A Conversion Price below the then par value of the shares of Class A Common Stock issuable upon conversion of the Series A Preferred Stock, the Corporation shall take any corporate action which may, in the opinion of its counsel, be necessary in order that the Corporation may validly and legally issue fully paid and nonassessable shares of such Class A Common Stock at such adjusted Series A Conversion Price.
RESERVATION OF COMMON. STOCK The Company shall reserve and set apart and have at all times, free from preemptive rights, the number of authorized but unissued shares of Common Stock to conform to the Company's obligations hereunder, under the Certificate of Designation, under the Common Stock Purchase Warrant and under the Additional Common Stock Purchase Warrant.
RESERVATION OF COMMON. STOCK As of July 11, 2001, the Company has available and the Company shall reserve and keep available at all times, free of preemptive rights, 40,000,000 shares of Common Stock for the purpose of enabling the Company to satisfy any obligation to issue the Investor Shares. If at any time the Company is obligated to deliver shares of Common Stock to the Investor pursuant to this Agreement and the Company does not have a sufficient number of authorized but unissued and unreserved shares to deliver the requisite number of shares, the Company shall deliver to the Investor such number of shares that the Company has authorized but unissued and unreserved. In either case, the Company shall, at its expense, promptly seek and use its best efforts to obtain shareholder approval as required under the corporate laws of the State of Nevada to increase the number of shares of Common Stock it is authorized to issue, in order to meet all of its obligations to issue Investor Shares under this Agreement, such that the Company shall have reserved for issuance under this Agreement at least 100% of the shares required for issuance under the Maximum Commitment Amount, based upon the then applicable Market Price as if a Put Date occurred within five days prior to the date of the proxy statement prepared by the Company in connection with such authorization, less twice the number of Put Shares that may have been issued under this Agreement. Under no circumstances shall the Company issue a Put Notice requiring the Investor to purchase more shares of Common Stock than the Company has authority to issue based upon the then number of shares of Common Stock outstanding or reserved for issuance. The number of shares so reserved from time to time, as theretofore increased or reduced as hereinafter provided, may be reduced by the number of shares actually delivered hereunder.
