Common use of Restriction on Issuance of the Capital Stock Clause in Contracts

Restriction on Issuance of the Capital Stock. So long as any Convertible Debentures are outstanding, other than Excluded Securities (as defined in the Convertible Debentures), the Company shall not, without the prior written consent of the Buyer(s), (i) issue or sell shares of Common Stock or preferred stock without consideration or for a consideration per share less than the bid price of the Common Stock determined immediately prior to its issuance, (ii) issue any preferred stock, warrant, option, right, contract, call, or other security or instrument granting the holder thereof the right to acquire Common Stock without consideration or for a consideration less than such Common Stock’s Bid Price determined immediately prior to it’s issuance, or (ii) file any registration statement on Form S-8.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Smartire Systems Inc), Securities Purchase Agreement (Smartire Systems Inc), Securities Purchase Agreement (Smartire Systems Inc)

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Restriction on Issuance of the Capital Stock. So long as any Convertible Debentures are outstanding, other than Excluded Securities (as defined in the Convertible Debentures), the Company shall not, without the prior written consent of the Buyer(s), (i) issue or sell shares of Common Stock or preferred stock Preferred Stock (i) without consideration or for a consideration per share less than the bid price Bid Price of the Common Stock determined immediately prior to its issuance, (ii) issue any preferred stock, warrant, option, right, contract, call, or other security or instrument granting the holder thereof thereof, the right to acquire Common Stock without consideration or for a consideration less than such Common Stock’s 's Bid Price value determined immediately prior to it’s 's issuance, or (iiiii) file any registration statement on Form S-8.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Health Express Usa Inc), Securities Purchase Agreement (Bsi2000 Inc), Securities Purchase Agreement (Bsi2000 Inc)

Restriction on Issuance of the Capital Stock. So long as any Convertible Debentures are the Debenture remains outstanding, other than Excluded Securities (as defined in the Convertible Debentures), the Company shall not, without the prior written consent of the Buyer(s)Buyer, (i) issue or sell shares of Common Stock or preferred stock Preferred Stock without consideration or for a consideration per share less than the bid price of the Common Stock determined immediately prior to its issuance, (ii) issue any preferred stock, warrant, option, right, contract, call, or other security or instrument granting the holder thereof the right to acquire Common Stock without consideration or for a consideration less than such Common Stock’s 's Bid Price determined immediately prior to it’s its issuance, or (iiiii) file any registration statement statements on Form S-8S-8 valued at more than $500,000 in the aggregate.

Appears in 2 contracts

Samples: Exchange Agreement (Seaway Valley Capital Corp), Exchange Agreement (Seaway Valley Capital Corp)

Restriction on Issuance of the Capital Stock. So long as any Convertible Debentures are outstanding, other than Excluded Securities (as defined in the Convertible Debentures), the Company shall not, without the prior written consent of the Buyer(s), (i) issue or sell shares of Common Stock or preferred stock Preferred Stock without consideration or for a consideration per share less than the bid price of the Common Stock determined immediately prior to its issuance, (ii) issue any preferred stock, warrant, option, right, contract, call, or other security or instrument granting the holder thereof the right to acquire Common Stock without consideration or for a consideration less than such Common Stock’s 's Bid Price determined immediately prior to it’s 's issuance, or (iiiii) file any registration statement on Form S-8.

Appears in 1 contract

Samples: Securities Purchase Agreement (Seaway Valley Capital Corp)

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Restriction on Issuance of the Capital Stock. So long as any Convertible Debentures are outstanding, other than Excluded Securities (as defined in the Convertible Debentures)Investor holds Securities, the Company shall not, without the prior written consent of the Buyer(s)Investor, (i) issue or sell shares of Common Stock or preferred stock Preferred Stock without consideration or for a consideration per share less than the bid price of the Common Stock determined immediately prior to its issuance, (ii) issue any preferred stock, warrant, option, right, contract, call, or other security or instrument granting the holder thereof the right to acquire Common Stock without consideration or for a consideration less than such Common Stock’s Bid Price determined immediately prior to it’s its issuance, or (iiiii) file any registration statement on Form S-8.

Appears in 1 contract

Samples: Securities Purchase Agreement (Investview, Inc.)

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