Common use of Sale and Issuance of Preferred Stock Clause in Contracts

Sale and Issuance of Preferred Stock. (a) The Company shall have adopted and filed with the Secretary of State of the State of Delaware on or before the Initial Closing (as defined below) the Amended and Restated Certificate of Incorporation in the form of Exhibit B attached to this Agreement (the “Restated Certificate”).

Appears in 2 contracts

Samples: Series C Convertible Preferred Stock Purchase Agreement (Miromatrix Medical Inc.), Preferred Stock Purchase Agreement (ATAI Life Sciences B.V.)

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Sale and Issuance of Preferred Stock. (a) The Company shall have adopted adopt and filed file with the Secretary of State of the State of Delaware on or before the Initial Closing (as defined below) the Amended and Restated Certificate of Incorporation in the form of Exhibit EXHIBIT B attached to this Agreement (the “Restated Certificate”).

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (ATAI Life Sciences B.V.), Preferred Stock Purchase Agreement (ATAI Life Sciences B.V.)

Sale and Issuance of Preferred Stock. (a) The Company shall have adopted adopt and filed file with the Secretary of State of the State of Delaware on or before the Initial Closing (as defined below) the Amended and Restated Certificate of Incorporation in the form of attached hereto as Exhibit B attached to this Agreement (the “Restated Certificate”).

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (WhiteSmoke, Inc.), Preferred Stock Purchase Agreement (WhiteSmoke, Inc.)

Sale and Issuance of Preferred Stock. (a) The Company shall have adopted and filed with the Secretary of State of the State of Delaware on or before the Initial Closing (as defined below) the Amended and Restated Certificate of Incorporation Designation in the form of Exhibit B attached to this Agreement Agreement, as corrected by a Certificate of Correction dated March 9, 2023 (the “Certificate of Designation” and together with the Company’s Eighth Amended and Restated Certificate of Incorporation, the “Restated Certificate”).

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Miso Robotics, Inc.)

Sale and Issuance of Preferred Stock. (a) The Company shall have adopted adopt and filed file with the Secretary of State of the State of Delaware on or before the Initial Closing (as defined below) the Second Amended and Restated Certificate of Incorporation in the form of Exhibit B attached to this Agreement (the “Restated Certificate”).

Appears in 1 contract

Samples: Adoption Agreement (Gi Dynamics, Inc.)

Sale and Issuance of Preferred Stock. (a) The Company shall have adopted adopt and filed file with the Secretary of State of the State of Delaware on or before the Initial Closing (as defined below) the Second Amended and Restated Certificate of Incorporation of the Company in the form of Exhibit B attached to this Agreement (the “Restated Certificate”).

Appears in 1 contract

Samples: Series B Preferred (Kiromic Biopharma, Inc.)

Sale and Issuance of Preferred Stock. (a) The Prior to the Closing (as defined below), the Company shall have adopted adopt and filed file with the Secretary of State of the State of Delaware on or before the Initial Closing (as defined below) the Amended and Restated a Certificate of Incorporation Designation, in the form of Exhibit B A attached to this Agreement (the “Restated CertificateCertificate of Designation”).

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Opgen Inc)

Sale and Issuance of Preferred Stock. (a) The Company shall have adopted adopt and filed file with the Secretary of State of the State of Delaware on or before the Initial Closing (as defined below) the Amended and Restated Certificate of Incorporation in the form of Exhibit B attached to this Agreement (the “Restated Certificate”).

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (Anebulo Pharmaceuticals, Inc.)

Sale and Issuance of Preferred Stock. (a) The Company shall have adopted adopt and filed file with the Secretary of State of the State of Delaware on or before the Initial Closing (as defined below) the Amended and Restated Certificate of Incorporation in the form of Exhibit B attached to this Agreement (the “Restated Certificate”).

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (ATAI Life Sciences B.V.)

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Sale and Issuance of Preferred Stock. (a) The Company shall have adopted and filed with the Secretary of State of the State of Delaware on or before the Initial Closing (as defined below) the Amended and Restated Certificate of Incorporation in the form of Exhibit B A attached to this Agreement (the “Restated Certificate”).

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement

Sale and Issuance of Preferred Stock. (a) The Company shall have adopted adopt and filed file with the Secretary of State of the State of Delaware on or before the Initial Closing (as defined below) the Amended and Restated Certificate of Incorporation Designations setting forth certain terms and rights with respect to the Series B Preferred Stock (as defined below) in the form of Exhibit B attached to this Agreement (the “Restated CertificateSeries B Certificate of Designations”).

Appears in 1 contract

Samples: Series B Preferred Stock Purchase Agreement (Synchronoss Technologies Inc)

Sale and Issuance of Preferred Stock. (a) The On or before the Closing (as defined below), the Company shall have adopted adopt and filed file with the Secretary of State of Delaware the State of Delaware on or before the Initial Closing (as defined below) the Amended and Restated Certificate of Incorporation Designation in the form of attached hereto as Exhibit B attached to this Agreement A (the “Restated "Certificate").

Appears in 1 contract

Samples: Stock Purchase Agreement (Fonix Corp)

Sale and Issuance of Preferred Stock. (a) The Company shall have adopted adopt and filed file with the Secretary of State of the State of Delaware on or before the Initial Closing (as defined below) the Amended and Restated Certificate of Incorporation in the form of Exhibit B A attached to this Agreement (the “Restated Certificate”)Agreement.

Appears in 1 contract

Samples: Subscription Agreement (Apollo Drilling, Inc.)

Sale and Issuance of Preferred Stock. (a) The In accordance with the terms herein, the Company shall have adopted adopt and filed file with the Secretary of State of the State of Delaware on or before the Initial Closing (as defined below) the Amended and Restated Certificate of Incorporation in the form of Exhibit B F attached to this Agreement (the “Restated Certificate”)Agreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Earth Biofuels Inc)

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