Title to Shares of Common Stock Sample Clauses

Title to Shares of Common Stock. Title to the applicable shares of Common Stock, once issued and/or delivered, will be provided in the Participant’s individual name on the Company’s records unless the Participant otherwise notifies the Committee of an alternative designation in compliance with the terms of this Agreement, the Plan and applicable laws.
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Title to Shares of Common Stock. The Stockholder is the record and beneficial holder (free and clear of any encumbrances or otherwise) of the Shares. MISCELLANEOUS
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Title to Shares of Common Stock. Nortel has good and valid title to the 16,000,000 shares of common stock of the Company issuable upon exercise of the Stock Option, free and clear of all liens or encumbrances (other than liens or encumbrances, if any, imposed by the securities laws). To the extent the matters set forth in this letter are inconsistent with, or otherwise conflict with the provisions of, the Second Amended and Restated Investor Rights Agreement by and among Nortel, Nortel Networks LLC and the Company, dated as of June 7, 2002 (the "Investor Rights Agreement"), each of Nortel and the Company hereby waives any such inconsistencies or conflicts. In all other respects, the provisions of the Investor Rights Agreement shall continue in full force and effect. The parties hereto acknowledge and agree that none of the shares of common stock of the Company subject to the Stock Option are registered for resale on the Company's Registration Statement on Form S-3 (File No. 333-88498) or deemed to be "Registered Shares" (as such term is defined in the Lock-Up Agreement between Nortel Networks LLC and Liberty ANTC, Inc., dated as of June 7, 2002). Nortel agrees to execute and deliver to CIBC World Markets a lock-up agrxxxxxx substantially in the form attached hereto as Annex A (with such changes as CIBC may reasonably request) at the closing of the Note Offering. If the foregoing accurately reflects our agreements, please sign where indicated below. Sincerely yours, Arris Group, Inc. By: /s/ Lawrence Margolis --------------------------------- Lawrence Margolis Executive Vice Xxxxxxxxx Arris Interactive L.L.C. By: Arris Group, Inc. By: /s/ Lawrence Margolis --------------------------------- Lawrence Margolis Executive Vice Xxxxxxxxx Xxxxxd to: Nortel Networks Inc. By: /s/ Khush Dadyburjor ---------------------------------
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Title to Shares of Common Stock. Bovi has good and marketable title to the shares of EVT Common Stock to be transferred pursuant to this Agreement. There is no third party lien, claim or interest against such shares, currently or threatened, and such shares are unencumbered.
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Title to Shares of Common Stock. The Company is duly authorized to issue the shares of Company Common Stock transferred to the Purchaser. There is no third party lien, claim or interest against such shares, currently or, to the best of the Company’s knowledge, threatened, and such shares are unencumbered. The Board of Directors of the Company (or a duly authorized committee of the Board of Directors) approved this Agreement and the issuance of the Shares to the Purchasers, effective as of the date of this Agreement, upon the terms and conditions set forth in this Agreement.
Sample 1

Related to Title to Shares of Common Stock

  • Shares of Common Stock The Company shall have duly reserved the number of Underlying Shares required by this Agreement and the Transaction Documents to be reserved upon the exercise of the Warrants or the conversion of the shares of Preferred Stock acquired by the Purchaser on the First Closing Date;

  • Reservation of Shares of Common Stock The Company shall at all times reserve and keep available a number of its authorized but unissued shares of Common Stock that shall be sufficient to permit the exercise in full of all outstanding Warrants issued pursuant to this Agreement.

  • Issuance of Shares of Common Stock As soon as practicable after the exercise of any Warrant and the clearance of the funds in payment of the Warrant Price (if any), the Company shall issue to the registered holder of such Warrant a certificate or certificates, or book entry position, for the number of shares of Common Stock to which he, she or it is entitled, registered in such name or names as may be directed by him, her or it, and if such Warrant shall not have been exercised in full, a new countersigned Warrant, or book entry position, for the number of shares as to which such Warrant shall not have been exercised. Notwithstanding the foregoing, in no event will the Company be required to net cash settle the Warrant exercise. No Warrant shall be exercisable for cash and the Company shall not be obligated to issue shares of Common Stock upon exercise of a Warrant unless the Common Stock issuable upon such Warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the Warrants. In the event that the condition in the immediately preceding sentence is not satisfied with respect to a Warrant, the holder of such Warrant shall not be entitled to exercise such Warrant for cash and such Warrant may have no value and expire worthless, in which case the purchaser of a Unit containing such Public Warrants shall have paid the full purchase price for the Unit solely for the shares of Common Stock underlying such Unit. Warrants may not be exercised by, or securities issued to, any registered holder in any state in which such exercise would be unlawful.

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