Consent Shares definition

Consent Shares means all of the shares of Common Stock which have been, or which may, from time to time be issued or become issuable to the holders of the Company’s Series D Convertible Preferred Stock pursuant to those certain Common Stock Purchase Warrants issued such holders on even date hereof.

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Consent Shares means Common Stock consenting holders received as consideration for their PIK Consent, at their election, of either (i) 6.5217 shares of Common Stock in respect of each $1,000 principal amount of the Senior Subordinated Secured Notes or (ii) additional Senior Subordinated Secured Notes with an aggregate principal amount equal to the market value of the total number of Consent Shares on the date of issuance to which such holders otherwise would have been entitled. The Consent Shares were issued as of October 1, 2008.

Consent Shares has the meaning set forth in the Registration Rights Agreement.

Examples of Consent Shares in a sentence

• Each member of the Sponsor Group agrees that promptly following the time at which the Registration Statement becomes effective (and, in any event, within twenty-four (24) hours of such time), it shall cause the Shareholder Written Consent to be executed and delivered to the Company, substantially in the form attached hereto as Exhibit A hereto, with respect to all of the Written Consent Shares as of the date thereof entitled to consent thereto.

• As of the date hereof, the Manager, together with one or more members of the Sponsor Group, have sole power to cause the delivery of the Shareholder Written Consent with respect to the Written Consent Shares, as contemplated by the first sentence of Section 1.1, other than the Written Consent Shares held by WLRS Fund I LLC.

• The Purchaser represents and warrants that at the time the Purchaser was offered the Consent Shares, it was, and as of the date hereof it is an “accredited investor” as defined in Rule 501 under the Securities Act.

• If the Stockholder is the beneficial owner, but not the record holder, of any of the Consent Shares, the Stockholder agrees to cause the record holder and any nominees to vote all of such Consent Shares in accordance with this Section 3.1, including by executing such documentation as shall be requested by the record holder or any such nominee for purposes of giving voting instructions thereto.

• The Investor does not presently have any undertaking, agreement or arrangement with any Person to sell, transfer or grant participation to that Person or to any third Person, with respect to the Convertible Debentures, the New Warrants, the Consent Warrants, the Conversion Shares or the Consent Shares.

• The Consent Shares may only be disposed of in compliance with state and federal securities laws.

• All warranties and representations (as of the date such warranties and representations were made) made herein or in any certificate or other instrument delivered by it or on its behalf under this Consent shall be considered to have been relied upon by the parties hereto and shall survive the issuance of the Consent Shares.

• Present the Stormwater Master Plan to the public and City officials for review, comment, and final adoption.

• The Consent Shares are duly authorized and, when issued in accordance with this Agreement, will be validly issued, fully-paid and non-assessable, and free and clear of all Liens imposed by the Company other than restrictions on transfer under this Agreement and under applicable state and federal securities laws.

• The Investor will execute, file and otherwise assist the Company in filing any reports, undertakings and other documents as may be required by applicable laws with respect to the purchase of the Convertible Debentures, the New Warrants, Consent Warrants, Conversion Shares and the Consent Shares contemplated by this Subscription Agreement.

More Definitions of Consent Shares

Consent Shares means all shares issued pursuant to the Consent Solicitation Statement of the Company dated as of August 31, 2000, as may be amended from time to time.

Consent Shares has the meaning specified in the recitals.

Consent Shares means the Common Shares, if any, to be issued to the Investor on the exercise of the Consent Warrants;

Consent Shares means the shares of Common Stock issued to each Debenture Holder pursuant to the Debenture Agreement.

Consent Shares means any MAC Trusts Registrable Securities that shall have been the subject of an M Holdings Allotment Consent granted by the Company to the MAC Trusts.