Noble Shares definition
Examples of Noble Shares in a sentence
Except as otherwise provided herein, any provision of this Agreement may be amended or waived if, but only if, such amendment or waiver is in writing and is signed by Noble and the holders of a majority of the then outstanding Noble Shares issued and sold hereunder.
Noble will deliver to each holder of the Noble Shares, with reasonable promptness, such business or financial information and data with respect to Noble or any subsidiary as from time to time may be reasonably requested by any holder of the Noble Shares.
Each holder of any of the Noble Shares will be entitled to enforce its rights under this Agreement specifically and to exercise all other rights existing in its favor.
All representations, warranties, agreements and covenants contained herein shall survive the execution and delivery of this Agreement, and the purchase of the Noble Shares contemplated hereby and any disposition thereof, notwithstanding any investigation made at any time by any of the parties hereto.
Noble represents and warrants that (i) there are 60,000 authorized and 11,550 issued and outstanding Noble Shares, (ii) there are no other issued and outstanding Noble Shares, and (iii) Noble is under no obligation to issue any Noble Shares except as contemplated by the Purchase Agreement and the proposed IPO referred to in the Purchase Agreement and stock option plans for Noble management and directors.
Upon the execution and delivery of this Agreement by Noble and Shareholder, or as soon thereafter as practically possible, Noble will deliver to Shareholder individual certificates representing the Noble Shares, registered in the name of Shareholder and Shareholder shall deliver to Noble the Skandy Shares.
Noble will deliver to Shareholders individual certificates representing the Noble Shares.
By executing this agreement and delivering the stock certificate representing the Noble Shares with the executed stock power in the form attached hereto as Exhibit A (or a Affidavit of Lost Certificate acceptable to ▇▇▇▇▇▇), ▇▇▇▇▇▇▇ hereby assigns and transfers to ▇▇▇▇▇▇ 3,978,600 shares of common stock of Noble Medical Technologies, Inc.
Subject to the terms and conditions hereof, Shareholder shall acquire from Noble and Noble shall issue to Shareholder Four Hundred (400) shares of Noble's common stock (the "Noble Shares") on the date hereof in exchange for Five Thousand (5,000) common shares of Skandy Corporation, which represent all of the issued and outstanding capital stock of Skandy ("Skandy Shares").
Sections 2, 3, 4 and 5 of this Agreement shall terminate and the legends referred to in Section 6 shall be removed from the applicable certificates on the closing of a firm commitment underwritten public offering pursuant to an effective registration statement under the 1933 Act, covering the offer and sale of all or a portion of Noble Shares at an aggregate offering price to the public of not less than $10,000,000.