Options, Etc. No person has the right (whether exerciseable now or in the future and whether contingent or not) to call for the issue of any share or loan capital of the Company under any option or other agreement (including conversion rights and rights of pre-emption) and no claim has been made by any person to be entitled to any such right.
Options, Etc. There are no outstanding options, warrants, rights, contracts or agreements of any kind for the issuance (upon conversion, exercise or otherwise) or sale of any additional shares of capital stock of the Corporation or for the issuance or sale of any other securities or obligations of the Corporation or for the purchase from the Corporation of any of its shares. Seller has ownership and control, both legally and beneficially, of all of the issued and outstanding capital stock of the Corporation and no other person or entity, including but not limited to Engineered Structural Systems, Inc., has any ownership right or claim with respect thereto.
Options, Etc. Other than the Equity Interests to be issued by Master Holdco at the Document Closing contemplated by this Participation Agreement, (i) there are no outstanding options or rights for conversion into or acquisition, purchase or transfer of Equity Interests in any Project Entity, (ii) there are no agreements or arrangements for the issuance by any Person of additional Equity Interests in any Project Entity, and (iii) no Person has outstanding (x) any securities convertible into or exchangeable for any Project Entity’s Equity Interests, or (y) any rights to subscribe for or to purchase, or any option for the purchase of, or any agreement, arrangement or understanding providing for the issuance (contingent or otherwise) of, or any call, loan commitment or claims of any character relating to, any Project Entity’s Equity Interests.
Options, Etc. Except as set forth on Schedule 6.20(b), no Person has outstanding any rights (either pre-emptive or other) or options (except for the options for common stock issued to management employees, in accordance with a bona fide option plan approved by the Board of Directors of the Parent) to subscribe for or purchase from the Parent, or any warrants or other agreements providing for or requiring the issuance by the Parent of, any capital stock or any securities convertible into or exchangeable for its capital stock.
Options, Etc. Options to acquire up to 30,000 shares of Xxxxxx Common Stock. None. THIS VOTING AGREEMENT AND IRREVOCABLE PROXY, dated as of September 25, 2005 (this “Agreement”), is made by and between Sirona Holdings Luxco S.C.A., a société en commandite par actions, organized under the laws of the Grand Duchy of Luxembourg (“Luxco”) and Xxxxxxx Xxxxx (the “Stockholder”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Exchange Agreement (as the same may hereafter be amended from time-to-time, the “Exchange Agreement”) dated as of the date hereof by and among Xxxxxx Technologies, Inc., a Delaware corporation (“Xxxxxx”), Luxco and Xxxxx 00-000 XxxX, a corporation established under the laws of the Federal Republic of Germany and to be renamed Sirona Holding GmbH (“Sirona”).
Options, Etc. Neither the Company nor any of its subsidiaries has any shares of its capital stock reserved for issuance, any outstanding option, call or commitment relating to shares of its capital stock or any outstanding securities, obligations or agreements convertible into or exchangeable for, or giving any person any right (including, without limitation, preemptive rights) to subscribe for or acquire from it, any shares of its capital stock, except as set forth in the Company Reports (as defined in Section 3.9) or in the Company Disclosure Letter (as defined in Article III).
Options, Etc. Except as disclosed in this Agreement or in the SEC Documents or the Certificate of Designation:
(a) There are no outstanding options, warrants, scrip, rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities or rights convertible into, any shares of capital stock of the Company or any of its subsidiaries, or contracts, commitments, understandings or arrangements by which the Company or any of its subsidiaries is or may become bound to issue additional shares of capital stock of the Company or any of its subsidiaries or options, warrants, scrip, rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities or rights convertible into, any shares of capital stock of the Company or any of its subsidiaries,
(b) There are no outstanding debt securities and there are no agreements or arrangements under which the Company or any of its subsidiaries is obligated to register the sale of any of their securities under the Securities Act;
(c) There are no outstanding registration statements other than the following Registration Statements on Form SB-2: Nos. 333-114998, 333-127121 and 333-131530, each of which needs to be updated by the Company; and
(d) There are no outstanding comment letters from the SEC or any other regulatory agency to which the Company has not responded except with respect to the Registration Statement on Form SB-2 No. 333-131530.
Options, Etc. At Closing, there will be no Security Rights relating to any of the unissued shares of the Corporation. Except for the Purchaser's right hereunder, no Person has any option, warrant, right, call, commitment, conversion right, right of exchange or other agreement or any right or privilege (whether by law, pre-emptive or contractual) capable of becoming an option, warrant, right, call, commitment, conversion right, right of exchange or other agreement (i) for the purchase from the Vendors of any of the Purchased Shares; or (iii) for the purchase, subscription, allotment or issuance of any of the unissued shares in the capital of the Corporation or of any securities of the Corporation.
Options, Etc. There are no purchase contracts, leases, subleases, licenses, concessions, rights of first refusal, options or any other agreements of any kind, written or oral, formal or informal, xxxxxx or inchoate, recorded or unrecorded, whereby any Person or Governmental Authority other than the Sellers has acquired or has any basis to assert any right, title or interest in, or right to possession, use, enjoyment or proceeds of all or any portion of the Real Property. No Seller has any interest in, or any right or obligation to acquire any interest in, any other real property.
Options, Etc. Other than as created pursuant to this Warrant or ------------ as disclosed on Schedule 10.5 hereto, the Company has no outstanding rights ------------- (either preemptive or other) or options to subscribe for or purchase from the Company and no warrants or other agreements providing for or requiring the issuance by the Company of, any capital stock or any securities convertible into or exchangeable for its capital stock.
