Reservation of Shares Issuable Upon Conversion. The Company covenants that it will reserve and keep available out of its authorized and unissued shares of Common Stock for the purpose of issuances upon conversion of this Note (and other purposes further detailed in the Purchase Agreement), free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes), not less than the amount of shares designated in Section 4.9 of the Purchase Agreement. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 15 contracts
Samples: Convertible Security Agreement (OncBioMune Pharmaceuticals, Inc), Convertible Security Agreement (Esports Entertainment Group, Inc.), Convertible Security Agreement (Esports Entertainment Group, Inc.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock a number of shares of Common Stock at least equal to the Required Minimum (as defined in the Purchase Agreement) for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)payment of interest on this Note, each as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes), not less than the amount of shares designated in Section 4.9 of the Purchase AgreementHolder. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 8 contracts
Samples: Senior Secured Convertible Promissory Note (Fathom Holdings Inc.), Senior Secured Convertible Note (Elicio Therapeutics, Inc.), Senior Secured Convertible Promissory Note (Dyadic International Inc)
Reservation of Shares Issuable Upon Conversion. The Company Issuer covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion Conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holders, not less than the amount such aggregate number of shares designated in Section 4.9 of the Purchase AgreementCommon Stock as shall be issuable upon the Conversion of all of the Obligations. The Company Issuer covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 8 contracts
Samples: Convertible Note (Hightimes Holding Corp.), Convertible Note (Hightimes Holding Corp.), Convertible Note (Hightimes Holding Corp.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock a number of shares of Common Stock at least equal to 100% of the Required Minimum (to be adjusted monthly) for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)payment of interest on this Note, each as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the NotesNote), not less than the amount of shares designated in Section 4.9 of the Purchase Agreement. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 7 contracts
Samples: Convertible Security Agreement (AmeriCrew Inc.), Convertible Security Agreement (Madison Technologies Inc.), Convertible Security Agreement (Charge Enterprises, Inc.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Payee, not less than such aggregate number of shares of the Common Stock as shall be issuable (taking into account the adjustments of Section 6) upon the conversion of the outstanding principal amount of shares designated in Section 4.9 the Note and payment of the Purchase Agreementinterest hereunder. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 4 contracts
Samples: Unsecured Promissory Note (Saint James CO), Unsecured Promissory Note (Saint James CO), Unsecured Promissory Note (Pinnacle Resources Inc)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock solely for the purpose of issuances issuance upon any conversion of this Note (the Loan and other purposes further detailed in the Purchase Agreement)payment of interest, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the Notes)Holder, not less than the amount of shares designated in Section 4.9 100% of the Purchase Agreementshares of Common Stock as shall be issuable upon the conversion of the Loan and payment of interest at the hereunder. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly and validly authorized, validly issued, and fully paid and nonassessablepaid, nonassessible.
Appears in 3 contracts
Samples: Convertible Security Agreement (Wild Craze, Inc.), Convertible Security Agreement (Wild Craze, Inc.), Convertible Security Agreement (Hardwired Interactive, Inc.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes), not less than such aggregate number of shares of the Common Stock as shall be issuable (taking into account the adjustments and restrictions of Section 3B) upon the conversion of the then outstanding principal amount of shares designated in Section 4.9 of the Purchase Agreementthis Note. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 3 contracts
Samples: Promissory Note (Bridgeline Digital, Inc.), Promissory Note Amendment (Bridgeline Digital, Inc.), Promissory Notes (Bridgeline Digital, Inc.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion of the Notes and interest on this Note (and other purposes further detailed in the Purchase Agreement)Notes, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holder, not less than such aggregate number of shares of the Common Stock as shall be issuable upon the conversion of the then outstanding principal amount of shares designated in Section 4.9 this Note and payment of the Purchase Agreementinterest hereunder. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessablenon-assessable.
Appears in 3 contracts
Samples: 4% Secured Subordinated Convertible Note (SolarMax Technology, Inc.), 4% Secured Subordinated Convertible Note (SolarMax Technology, Inc.), Convertible Note Agreement (SolarMax Technology, Inc.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances upon conversion of issuance under this Note (and other purposes further detailed in the Purchase Agreement)Section 2, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holder, not less than the amount such aggregate number of shares designated in Section 4.9 of the Purchase AgreementCommon Stock as shall be issuable from time to time under this Section 2 (taking into account the adjustments of Section 3). The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 3 contracts
Samples: Convertible Security Agreement (Chanticleer Holdings, Inc.), Convertible Security Agreement (Chanticleer Holdings, Inc.), Convertible Security Agreement (Chanticleer Holdings, Inc.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock Ordinary Shares for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Debenture, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the NotesDebentures), not less than such aggregate number of Ordinary Shares as shall be issuable upon the conversion of the then outstanding principal amount of shares designated in Section 4.9 of the Purchase Agreementthis Debenture. The Company covenants that all shares of Common Stock Ordinary Shares that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Convertible Security Agreement (Rosetta Genomics Ltd.), Convertible Security Agreement (Rosetta Genomics Ltd.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holder, not less than such aggregate number of shares of the Common Stock as shall be issuable upon the conversion of the then outstanding principal amount of shares designated in Section 4.9 of the Purchase Agreementthis Note. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Subordinated Note (Spy Inc.), Debt Subordination Agreement (Spy Inc.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will reserve and keep available out of its authorized and unissued shares of Common Stock for the purpose of issuances upon conversion of this Note (and other purposes further detailed in the Purchase Agreement), free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holder, not less than the amount of shares designated in Section 4.9 of the Purchase Agreement. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Convertible Security Agreement (Sport Endurance, Inc.), Convertible Security Agreement (Sigma Labs, Inc.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock solely for the purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the Notes)Holder, not less than the amount such number of shares designated in Section 4.9 of the Purchase AgreementCommon Stock as shall be issuable upon the conversion of this Note. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly and validly authorized, validly issuedissued and fully paid, fully paid and nonassessablenon-assessable.
Appears in 2 contracts
Samples: Interest Contribution Agreement (Photomedex Inc), Interest Contribution Agreement (First Capital Real Estate Trust Inc)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holder, not less than such aggregate number of shares of the Common Stock as shall (subject to the terms and conditions set forth in the Exchange Agreement) be issuable (taking into account the adjustments and restrictions of Section 5) upon the conversion of the then outstanding principal amount of shares designated in Section 4.9 of the Purchase Agreementthis Note. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Exchange Agreement (Blue Calypso, Inc.), Convertible Security Agreement (Blue Calypso, Inc.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock a number of shares of Common Stock at least equal to the number of shares issuable upon conversion in full of this Note for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)payment of interest on this Note, each as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes), not less than the amount of shares designated in Section 4.9 of the Purchase AgreementHolder. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Convertible Promissory Note (Spectrum Global Solutions, Inc.), Convertible Promissory Note (Mantra Venture Group Ltd.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock Conversion Shares solely for the purpose of issuances issuance upon any conversion of this Note (Debenture and other purposes further detailed in the Purchase Agreement)payment of interest on this Debenture each as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the Notes)Holder, not less than the amount of shares designated in Section 4.9 100% of the Purchase AgreementConversion Shares as shall be issuable upon the conversion of the Principal Amount and payment of interest hereunder. The Company covenants that all shares of Common Stock Conversion Shares that shall be so issuable shall, upon issue, be duly and validly authorized, validly issued, and fully paid and nonassessablepaid, nonassessible.
Appears in 2 contracts
Samples: Convertible Security Agreement (MamaMancini's Holdings, Inc.), Convertible Security Agreement (Sports Field Holdings, Inc.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes), not less than such aggregate number of shares of the Common Stock as shall be issuable (taking into account the adjustments of Section 5) upon the conversion of the then outstanding principal amount of shares designated in Section 4.9 this Note and payment of the Purchase Agreementinterest hereunder, if applicable. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 1 contract
Samples: Collateral Agency and Intercreditor Agreement (Property Solutions Acquisition Corp.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will cause the Company to at all times reserve and keep available out of its authorized and unissued shares of Common Stock common stock solely for the purpose of issuances issuance upon any conversion of this Note (and other purposes further detailed in the Purchase Agreement)Debenture as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the NotesDebentures), not less than the amount of shares designated in Section 4.9 100% of the Purchase AgreementCommon Shares as shall be issuable upon the conversion of the outstanding amount hereunder. The Company covenants that all shares of Common Stock common stock that shall be so issuable shall, upon issue, be duly and validly authorized, validly issued, and fully paid and nonassessablepaid, non assessable.
Appears in 1 contract
Samples: Convertible Security Agreement (Axxess Pharma Inc.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion of the Notes and interest on this Note (and other purposes further detailed in the Purchase Agreement)Notes, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes), not less than such aggregate number of shares of the Common Stock as shall be issuable upon the conversion of the then outstanding principal amount of shares designated in Section 4.9 this Note and payment of the Purchase Agreementinterest hereunder. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessablenon-assessable.
Appears in 1 contract
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock Stock, solely for the purpose of issuances issuance upon conversion of this the Note (and other purposes further detailed in the Purchase Agreement)as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the Notes)Holders, not less than such number of shares of the Common Stock as shall be issuable upon the conversion of the outstanding principal amount of shares designated in Section 4.9 of the Purchase AgreementNote. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly and validly authorized, validly issued, issued and fully paid and nonassessable.
Appears in 1 contract
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will shall at all times reserve and keep available out of its authorized and unissued shares of Common Stock Stock, solely for the purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the Notes)Holder, not less than the amount such number of shares designated in Section 4.9 of the Purchase AgreementCommon Stock as shall be issuable, upon the conversion of the Conversion Amount of the Note. The Company covenants that all shares of Common Stock that shall be so issuable issued upon conversion of this Note shall, upon such issue, be duly and validly authorized, validly issuedissued and fully paid, fully paid and nonassessablenon-assessable.
Appears in 1 contract
Samples: Convertible Unsecured Promissory Note Subscription Agreement
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, each as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holder, not less than the amount such aggregate number of shares designated of the Common Stock as shall (subject to the terms and conditions set forth herein and in Section 4.9 of the Purchase Agreement) be issuable upon the conversion of the then outstanding principal amount of this Note. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessablenon-assessable.
Appears in 1 contract
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock Ordinary Shares for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Preferred Shares, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holders, not less than such aggregate number of Ordinary Shares as shall be issuable (taking into account the amount of shares designated adjustments set forth in Section 4.9 20) upon the conversion of the Purchase Agreementthen outstanding Preferred Shares. The Company covenants that all shares of Common Stock Ordinary Shares that shall be so issuable shall, upon issueissue in accordance with the terms herein, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 1 contract
Samples: Merger Agreement (Mer Telemanagement Solutions LTD)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will reserve and keep available out of its authorized and unissued shares of Common Stock for the purpose of issuances upon conversion of this Note (and other purposes further detailed in the Purchase Letter Agreement), free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder holder (and the other holders of the Notes), not less than the amount of shares designated in Section 4.9 required to fully convert the outstanding principle of the Purchase Agreementthis Note into shares of Common Stock. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 1 contract
Samples: Convertible Security Agreement (Sport Endurance, Inc.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock common stock solely for the purpose of issuances issuance upon any conversion of this Note (and other purposes further detailed in the Purchase Agreement)Debenture as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the NotesDebentures), not less than the amount of shares designated in Section 4.9 100% of the Purchase AgreementCommon Shares as shall be issuable upon the conversion of the Principal Amount. The Company covenants that all shares of Common Stock common stock that shall be so issuable shall, upon issue, be duly and validly authorized, validly issued, and fully paid and nonassessablepaid, nonassessible.
Appears in 1 contract
Samples: Convertible Security Agreement (NXT Nutritionals Holdings, Inc.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock Stock, solely for the purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the Notes)Holder, not less than such number of shares of Common Stock as shall be issuable (taking into account the adjustments of Section 5) upon the conversion of the outstanding principal amount of shares designated in Section 4.9 of the Purchase Agreementthis Note. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, and validly authorized and issued, fully paid and nonassessable.
Appears in 1 contract
Samples: Convertible Security Agreement (Auriga Laboratories, Inc.)
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will reserve and keep available out of its authorized and unissued shares of Common Stock common stock solely for the purpose of issuances issuance upon any conversion of this Note (and other purposes further detailed in the Purchase Agreement)payment of interest on this Note each as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the Notes), not less than the amount of shares designated in Section 4.9 100% of the Purchase AgreementCommon Shares as shall be issuable upon the conversion of the Principal Amount and payment of interest hereunder. The Company covenants that all shares of Common Stock that common stock, when issued to the Holder, shall be so issuable shall, upon issue, be duly and validly authorized, validly issued, and fully paid and nonassessablepaid, non assessable.
Appears in 1 contract
Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Debenture, as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holder, not less than such aggregate number of shares of the Common Stock as shall be issuable (taking into account the adjustments of Section 5) upon the conversion of the outstanding principal amount of shares designated in Section 4.9 this Debenture and payment of the Purchase Agreementinterest hereunder. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.
Appears in 1 contract