Common use of Shares to be Transferred and Shares to be Issued Clause in Contracts

Shares to be Transferred and Shares to be Issued. 1.1 On the Closing Date the Shareholders shall transfer to the Purchaser certificates for the number of shares of the common stock of the Private Company described in Schedule "A," attached hereto and incorporated herein, which in the aggregate shall represent all of the issued and outstanding shares of the common stock of the Private Company. 1.2 In exchange for the transfer of the common stock of the Private Company pursuant to subsection 1.1. hereof, the Purchaser shall on the Closing Date and contemporaneously with such transfer of the common stock of the Private Company to it by the Shareholders issue and deliver to the Shareholders the number of shares of common stock of the Purchaser specified on Schedule "A" hereof such that the Shareholders shall own approximately 75% of the outstanding common stock of the Purchaser.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Netvoice Technologies Corp)

Shares to be Transferred and Shares to be Issued. 1.1 On the Closing Date closing date the Shareholders shall transfer to the Purchaser certificates for the number of shares of the common stock of the Private Company described in Schedule "A," SCHEDULE A. attached hereto and incorporated herein, which in the aggregate shall represent all of the issued and outstanding shares of the common stock of the Private Company. 1.2 In exchange for the transfer of the common stock of the Private Company pursuant to subsection 1.1. 1.1 hereof, the Purchaser shall on the Closing Date closing date and contemporaneously with such transfer of the common stock of the Private Company to it by the Shareholders issue and deliver to the Shareholders the number of shares of common stock Common Stock of the Purchaser specified on Schedule "A" hereof such that the Shareholders shall own approximately 75% of the outstanding common stock of the PurchaserSCHEDULE A hereof.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Global E Tutor Inc)

Shares to be Transferred and Shares to be Issued. 1.1 On the Closing Date the Shareholders Shareholder shall transfer to the Purchaser certificates for the number of shares of the common stock of the Private Company described in Schedule "Schedule" A,, " attached hereto and incorporated herein, which in the aggregate shall represent all of the issued and outstanding shares of the common stock of the Private Company. 1.2 In exchange for the transfer of the common stock of the Private Company pursuant to subsection 1.1. hereof, the Purchaser shall on the Closing Date and contemporaneously with such transfer of the common stock of the Private Company to it by the Shareholders Shareholder issue and deliver to the Shareholders Shareholder the number of shares of common stock of the Purchaser specified on Schedule "A" hereof such that the Shareholders Shareholder shall own approximately 7590% of the outstanding common stock of the Purchaser.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Scilabs Holdings Inc)

Shares to be Transferred and Shares to be Issued. 1.1 On the Closing Date the Shareholders Private Company shall transfer submit a current shareholders list to the Purchaser certificates Purchaser, the current shareholders list for the number of shares of the common stock of the Private Company described in Schedule "A," attached hereto and incorporated herein, which in the aggregate shall represent all One Hundred percent 100% of the issued and outstanding shares of the common stock of the Private Company. After the transfer agent cancels these shares it will issue a certificate to the Purchaser for the same number of shares. 1.2 In exchange for the transfer of the common stock of the Private Company pursuant to subsection 1.1. hereof, the Purchaser shall on the Closing Date and contemporaneously with such transfer of the common stock of the Private Company to it by the Shareholders issue and deliver to the Shareholders the number of shares of common stock of the Purchaser specified on the current shareholder list on Schedule "A" hereof such that the Shareholders shall own approximately 75% of the outstanding common stock of the Purchaserhereof.

Appears in 1 contract

Sources: Acquisition Agreement (Consolidated Energy Inc)

Shares to be Transferred and Shares to be Issued. 1.1 On the Closing Date the Shareholders shall transfer to the Purchaser certificates for the number of shares of the common stock of the Private Company described in Schedule "A," attached hereto and incorporated herein, which in the aggregate shall represent all of the issued and outstanding shares of the common stock of the Private Company. 1.2 In exchange for the transfer of the common stock of the Private Company pursuant to subsection 1.1. hereof, the Purchaser shall on the Closing Date and contemporaneously with such transfer of the common stock of the Private Company to it by the Shareholders issue and deliver to the Shareholders the number of shares of common stock of the Purchaser specified on Schedule "A" hereof such that the Shareholders shall own approximately 7568% of the outstanding common stock of the Purchaser.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Paystar Communications Corp)

Shares to be Transferred and Shares to be Issued. 1.1 On the Closing Date closing date the Shareholders shall transfer to the Purchaser certificates for the number of shares of the common stock of the Private Company described in Schedule "A," attached hereto and incorporated herein, which in the aggregate shall represent all of the issued and outstanding shares of the common stock of the Private Company. 1.2 In exchange for the transfer of the common stock of the Private Company pursuant to subsection 1.1. hereof, the Purchaser shall on the Closing Date closing date and contemporaneously with such transfer of the common stock of the Private Company to it by the Shareholders issue and deliver to the Shareholders the number of shares of common stock of the Purchaser specified on Schedule "A" hereof such that the Shareholders shall own approximately 75% sixty-seven percent (67%) of the outstanding common stock of the Purchaser.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Total Film Group Inc)

Shares to be Transferred and Shares to be Issued. 1.1 On the Closing Date the Shareholders shall transfer to the Purchaser certificates for the number of shares of the common stock of the Private Company described in Schedule "A," attached hereto and incorporated herein, which in the aggregate shall represent all of the issued and outstanding shares of the common stock of the Private Company. 1.2 In exchange for the transfer of the common stock of the Private Company pursuant to subsection 1.1. hereof, the Purchaser shall on the Closing Date and contemporaneously with such transfer of the common stock of the Private Company to it by the Shareholders issue and deliver to the Shareholders the number of shares of common stock of the Purchaser specified on Schedule "A" hereof such that the Shareholders shall own approximately 7593.5% of the outstanding common stock of the Purchaser.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Center Star Gold Mines Inc)

Shares to be Transferred and Shares to be Issued. 1.1 On the Closing Date the Shareholders shall transfer to the Purchaser certificates for the number of shares of the common stock of the Private Company described in Schedule "A," ", attached hereto and incorporated herein, which in the aggregate shall represent all of the issued and outstanding shares of the common stock of the Private Company. 1.2 In exchange for the transfer of the common stock of the Private Company pursuant to subsection 1.1. hereof, the Purchaser shall on the Closing Date and contemporaneously with such transfer of the common stock of the Private Company to it by the Shareholders issue and deliver to the Shareholders the number of shares of common stock of the Purchaser specified on Schedule "A" hereof such that the Shareholders shall own approximately 75% of the outstanding common stock of the Purchaser.hereof,

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Paystar Communications Corp)

Shares to be Transferred and Shares to be Issued. 1.1 On the Closing Date the Shareholders shall transfer to the Purchaser certificates for the number of shares of the common stock of the Private Company described in Schedule "A," attached hereto and incorporated herein, which in the aggregate shall represent all not less than 80% of the issued and outstanding shares of the common stock of the Private CompanyCompany at Closing. 1.2 In exchange for the transfer of the common stock of the Private Company pursuant to subsection 1.1. hereof, the Purchaser shall on the Closing Date and contemporaneously with such transfer of the common stock of the Private Company to it by the Shareholders issue and deliver to the Shareholders the number of shares of common stock of the Purchaser specified on Schedule "A" hereof such that the Shareholders shall own approximately 7555% of the outstanding common stock of the PurchaserPurchaser (including shares to be issued pursuant to subsection 4.14 hereof).

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Ultimate Sports Entertainment Inc)