Stockholder Authorization. Neither the execution, delivery or performance by the Company of this Agreement, the Warrants or the Registration Rights Agreement nor the consummation by it of the transactions contemplated hereby or thereby (including, without limitation, the issuance of the Preferred Shares or Warrants or the issuance or reservation for issuance of the Conversion Shares or Warrant Shares) requires any consent or authorization of the Company's stockholders.
Stockholder Authorization. The Company believes that neither the execution, delivery or performance of this Agreement or the Registration Rights Agreement by the Company nor the consummation by it of the transactions contemplated hereby or thereby (including, without limitation, the Transaction, the issuance of the Preferred Shares or the issuance, reservation for issuance or listing of the Conversion Shares) requires any consent, approval or authorization of the Company's stockholders.
Stockholder Authorization. Such Stockholder (if not an individual) is duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation and such Stockholder has full right, power and authority to enter into this Agreement, and this Agreement has been duly authorized, executed and delivered by such Stockholder and constitutes a valid and binding agreement of such Stockholder, enforceable against such Stockholder in accordance with its terms, and no other proceedings or actions on the part of such Stockholder are necessary to authorize the execution, delivery or performance of this Agreement or the transactions contemplated hereby.
Stockholder Authorization. Neither the execution, delivery or performance by the Company of its obligations under this Agreement, the Notes, the Warrants, the Security Agreement, the Escrow Agreement or the Registration Rights Agreement, nor the consummation by it of the transactions contemplated hereby or thereby (including, without limitation, the issuance of the Notes or the Warrants or the issuance or reservation for issuance of the Conversion Shares or Warrant Shares) requires any consent or authorization of the Company's stockholders, including but not limited to consent under Rule 4350(i) promulgated by the National Association of Securities Dealers, Inc. (the "NASD") or any similar rule.
Stockholder Authorization. Neither the execution, delivery or performance by Borrower of this Amendment, the Additional Warrant or the Assignment of Patents nor the consummation by it of the transactions contemplated hereby or thereby (including, without limitation, the issuance or reservation for issuance of the Additional Warrant Shares) requires any consent or authorization of Borrower's stockholders.
Stockholder Authorization. Neither the execution, delivery or performance of this Agreement by SJP nor the consummation by it of the transactions contemplated hereby (including, without limitation, the Transaction) requires any consent, approval or authorization of SJP's stockholders.
Stockholder Authorization. Except for the approval of (i) the issuance of the Conversion Shares and Warrant Shares as required by Section 713 of the American Stock Exchange Guide and (ii) an amendment to the Certificate of Incorporation of the Company increasing the number of authorized shares of Common Stock, in each case by a majority of the votes cast at a duly convened meeting of the stockholders of the Company at which a quorum is present, neither the execution, delivery or performance by the Company of this Agreement, the Warrants or the Registration Rights Agreement nor the consummation by it of the transactions contemplated hereby or thereby (including, without limitation, the issuance of the Preferred Shares or Warrants or the issuance or reservation for issuance of the Conversion Shares or Warrant Shares) requires any consent or authorization of the Company’s stockholders.
Stockholder Authorization. Neither the execution, delivery or performance by the Company of the Transaction Documents, nor the consummation by it of the transactions contemplated hereby or thereby requires any consent or authorization of the Company’s stockholders, including but not limited to consent under Section 705 of the Amex Company Guide or any similar rule; provided, however, the Company will be required to amend its Articles of Incorporation (as defined herein) to increase the number of authorized shares in an amount sufficient to account for the Conversion Shares.
Stockholder Authorization. Except as provided in Section 4(o) hereof, neither the execution, delivery or performance by the Company of its obligations under the Transaction Documents, nor the consummation by it of the transactions contemplated hereby or thereby (including, without limitation, the issuance of the Notes or the Warrants or the issuance or reservation for issuance of the Conversion Shares or Warrant Shares) requires any consent or authorization of the Company's stockholders, including but not limited to, consent under Rule 4350 promulgated by the National Association of Securities Dealers, Inc. (the "NASD") or any similar rule.
Stockholder Authorization. Each Stockholder has full power and authority to execute and deliver this Agreement and to perform his obligations hereunder. This Agreement has been duly executed and delivered by such Stockholder and constitutes a legal, valid and binding obligation of such Stockholder, enforceable in accordance with its terms.
