Share Conditions Sample Clauses

Share Conditions. Share conditions are as set forth in the Articles of Incorporation of the Company. EXHIBIT C LEGAL OPINION [Farris, Vaughan, Wills & Murphy LLP Letterhead] June __, 2005 TO: Beacon Power Corporation Dear Sirs: Re: NxtPhase T & D Corporation We have acted as counsel to NxtPhase T & D Corporation (the "Corporation") in connection with the issuance and sale by the Corporation of 111,111 Class A Preferred Shares (the "Class A Preferred Shares") for US $4.50 per share, in accordance with the terms of a securities purchase agreement (the "Securities Purchase Agreement"), dated June , 2005, between the Corporation and Beacon Power Corporation (the "Investor"). This opinion is being provided pursuant to section 2.3(a)(v) of the Securities Purchase Agreement and, unless the context requires otherwise, all capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Securities Purchase Agreement. SCOPE OF INQUIRIES We have examined the following documents:
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Share Conditions. The rights, privileges, restrictions and conditions attached to the shares of the Corporation are as set out in Schedule 3.1(e) attached hereto. 7 - 7 -
Share Conditions. The rights, privileges and restrictions attaching ---------------- to the Preferred Shares and the New Common Shares are set forth in the Plan of Arrangement. ARTICLE XI ------- -- GENERAL PROVISIONS ------------------
Share Conditions. The rights, privileges, restrictions and conditions attaching to the common shares of Amalco are as set out in Schedule 1 to this Agreement.
Share Conditions. The rights, privileges, restrictions and conditions attaching to the Class A Preferred Shares are as follows:
Share Conditions. The Settlement Shares, and an additional 400,000 shares owned by StartNest, must be kept in trading accounts with a reputable brokerage firm (including but not limited to Dreyfus) provided that StartNest hereby promises that the following sale restrictions shall be followed in perpetuity: Any sale, resale, short-sale, hedging transaction or other transaction other than outright buying of MED stock (collectively "sale transaction") in which the public marketplace is utilized to obtain the monies necessary to complete the sale transaction shall be limited as follows: (a) StartNest shall not in any trading day engage in a sale transaction in which StartNest sells more than the 7,000 shares; and (b) StartNest may at its discretion, notwithstanding subsection 3(a) above and notwithstanding any other fact or circumstance, engage in a sale transaction in which it sells up to 50,000 shares per trading day in any sale transaction occurring at a time when the public trading price of MED is above $20 per share. StartNest agrees to at all times comply with all applicable requirements, laws and regulations with respect to all transactions appertaining or relating to the trading of stock in MED. The certificates representing the Settlement Shares shall bear appropriate legends reflecting the restrictions on transfer imposed by law as well as the volume restrictions provided for in this paragraph 3.
Share Conditions. The rights, privileges, restrictions and conditions attaching to the common shares and the preference shares are as follows: The holders of the common shares shall be entitled:
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Share Conditions. The rights, privileges, restrictions and attributes of the shares of the capital of the Corporation are as set out in the Organizational Documents of the Corporation, copies of which are attached as Schedule “F”.

Related to Share Conditions

  • Safe Conditions Whenever an employee reports a condition which the employee feels represents a violation of safety or health rules and regulations or which is an unreasonable hazard to persons or property, such conditions shall be promptly investigated. The appropriate administrator shall reply to the concern, in writing, if the employee's concern is communicated in writing.

  • Performance Conditions The Shares shall be issuable only if (and to the extent) that the Performance Criteria, set forth herein, are satisfied during the Performance Period. The Controller of the Company and the Compensation Committee of the Board of Directors of the Company shall certify whether, and to what extent, the Performance Criteria have been achieved. If the minimum performance is not met, no Shares shall be issued and the Award shall be forfeited.

  • Release Conditions As used in this Agreement, "Release Conditions" shall mean the following:

  • Unsafe Conditions In accordance with 29 CFR § 1977, occasions might arise when an employee is confronted with a choice between not performing assigned tasks or subjecting himself/herself to serious injury or death arising from a hazardous condition at the workplace. If the employee, with no reasonable alternative, refuses in good faith to expose himself/herself to the dangerous condition, he/she would be protected against subsequent discrimination. The condition causing the employee's apprehension of death or injury must be of such a nature that a reasonable person, under the circumstances then confronting the employee, would conclude that there is a real danger of death or serious injury and that there is insufficient time, due to the urgency of the situation, to eliminate the danger by resorting to regular statutory enforcement channels. In addition, in such circumstances, the employee, where possible, must also have sought from his Employer, and been unable to obtain, a correction of the dangerous condition.

  • SUSPENSIVE CONDITIONS 2.1 This entire AGREEMENT is subject to the registration of transfer of ownership of the PROPERTY to the EMPLOYER. In the event that the PROPERTY is not transferred within 6 (six) months from date of signing of this Agreement by the CONTRACTOR, the CONTRACTOR reserves the right to: 2.1.1 increase the CONTRACT SUM, based on the current prices for the building materials, and the CONTRACTOR shall notify the EMPLOYER in writing of such increased cost and the EMPLOYER may then, at his/her option, cancel this agreement by providing written notice of cancellation to the CONTRACTOR within 5 (five) DAYS of receiving written notice from the CONTRACTOR in respect of the increased cost. Should written notice of cancellation not be forthcoming within the aforesaid period, the CONTRACTOR and the EMPLOYER shall proceed with the AGREEMENT at the increased CONTRACT SUM and the EMPLOYER shall be obliged to pay the increase in the CONTRACT SUM to the CONTRACTOR within 21 (twenty one) DAYS of receiving written notice from the CONTRACTOR in respect of the increased cost; or 2.1.2 cancel this AGREEMENT and the parties shall have no claim of whatsoever nature against each other. 2.2 This AGREEMENT is subject further to the EMPLOYER being offered a loan to be secured by a mortgage bond over the PROPERTY and improvements in the amount reflected in Schedule B or such lesser amount as the EMPLOYER may accept, within 30 (thirty) DAYS of the date of the CONTRACTOR’s signature of this AGREEMENT, which period may be extended in the CONTRACTOR’s sole discretion. Should no amount be inserted in the relevant field in the Schedule B, then the suspensive condition contained in this clause will not apply. In the event that the suspensive condition contained in this clause is not fulfilled, this AGREEMENT will lapse and the parties shall have no claim of whatsoever nature against each other.

  • Fulfillment of Conditions Purchaser (a) shall take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller contained in this Agreement, and (b) shall not, and shall not permit any of its Affiliates to, take or fail to take any action that would reasonably be expected to result in the non-fulfillment of any such condition.

  • Existing Conditions Tenant accepts the Property in its condition as of the execution of the Lease, subject to all recorded matters, laws, ordinances, and governmental regulations and orders. Except as provided herein, Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation as to the condition of the Property or the suitability of the Property for Tenant's intended use. Tenant represents and warrants that Tenant has made its own inspection of and inquiry regarding the condition of the Property and is not relying on any representations of Landlord or any Broker with respect thereto. If Landlord or Landlord's Broker has provided a Property Information Sheet or other Disclosure Statement regarding the Property, a copy is attached as an exhibit to the Lease.

  • Satisfaction of Conditions The conditions precedent set out in Section 6.1, Section 6.2 and Section 6.3 shall be conclusively deemed to have been satisfied, waived or released at the Effective Time.

  • Service Conditions Customer acknowledges that in the event of a service issue, Customer is responsible for on-site cooperative testing with LightEdge Technical Support to assist in the diagnosis of the trouble. Customer agrees to be bound to current terms of LightEdge Acceptable Use Policy. Terms of the Acceptable Use Policy are subject to change without notice. Current Acceptable Use Policy can be found here: xxxx://xxx.xxxxxxxxx.xxx/legal Customer agrees that any service complaints including concerns regarding level of support, products, service reliability, or any other concerns related to LightEdge or Services being provided by LIghtEdge will be communicated to LightEdge by sending an email to xx@xxxxxxxxx.xxx.

  • Qualifying Conditions In addition to any other compensation earned, any employee who is on the payroll of the Company on any of the foregoing recognized statutory holidays will be granted eight (8) hours' pay at the straight time rate of the employee's regular job, subject to compliance with all of the conditions (a) to (f) set forth below: (a) The employee must have been on the payroll for not less than the sixty (60) days just preceding the holiday and must have previously qualified for a statutory holiday as provided in (d) below, and (b) The employee must have worked at least one (1) day during the sixty (60)- day qualifying period just preceding the holiday, and (c) The employee must have worked their scheduled work day before, and their scheduled work day after, such holiday, unless failure to work their scheduled work day before or after the holiday was due to any of the following events: (i) When the employee is on their regular authorized paid vacation; (ii) When the employee is unable to work by reason of an industrial accident as recognized by the Workers' Compensation Board or non-occupational sickness or injury; (iii) When the operation in which the employee is engaged is curtailed or discontinued by the decision of the Company and which curtailment or discontinuance changes or eliminates the employee's scheduled work day before, or their scheduled work day after, such holiday; (iv) When a trade in shifts agreed upon between employees and approved in advance by the company results in a temporary change of the scheduled work day before, or the scheduled work day after, the holiday, provided the employee works the shift agreed upon; (v) When the employee is on a leave of absence authorized by the Company. (d) The employee who has been on the payroll for at least sixty (60) days but who has not previously qualified for a statutory holiday will qualify for the holiday if he has worked a minimum of one hundred eighty (180) hours during the sixty (60)- day qualifying period just preceding the holiday and meets the requirements of (b) and (c) above. (e) Time lost as the result of an accident as recognized by the Workers' Compensation Board, suffered during the course of employment, or time lost as a result of non-occupational sickness or injury shall be considered as time worked for the purpose of qualifying for a recognized paid holiday, it being understood that the employee will only be entitled to this credit for time while on Workers' Compensation or non-occupational sickness or injury for a period of up to but not exceeding one (1) year from the date of their sickness or injury. (f) It is understood and agreed, however, that an employee shall not receive the above provided holiday pay if they have agreed to work on such holiday and fails or refuses to work, except in the case where bona fide sickness, or other bona fide reason approved by the Company, prevents them working on such holiday.

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