Series B Preferred Certificate of Designations definition

Series B Preferred Certificate of Designations means the Certificate of Designations, Preferences and Rights of Series B Convertible Preferred Stock of the Company, which will have been filed within two Business Days of receipt of Stockholder Approval with the Secretary of State of the State of Delaware which shall contain the same terms and conditions set forth in the copy attached hereto as EXHIBIT D. The initial Conversion Price of the Preferred Stock shall be $1.15.
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Series B Preferred Certificate of Designations means the Certificate of Designations, Preferences and Rights of Series B Convertible Preferred Stock of the Company, which was filed with the Secretary of State of the State of Delaware on December 15, 2003, pursuant to the 2003 Purchase Agreement.
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Series B Preferred Certificate of Designations means the Certificate of Designations, Preferences and Rights of Series B Convertible Preferred Stock of the Company, which will have been filed on or before the Second Closing Date with the Secretary of State of the State of Delaware which shall contain the same terms and conditions set forth in the copy attached hereto as EXHIBIT C. The initial Conversion Price of the Preferred Stock shall be $1.15. Prior to filing the Series B Preferred Certificate of Designations, the initial Conversion Price shall be revised as follows: (i) in the event the Adjustment Value is greater than $2.00, then the Conversion Price shall be increased by an amount equal to the difference of the Adjustment Value less $2.00; provided, however, that in no event shall the Conversion Price be increased by more than fifteen cents ($0.15); and (ii) in the event one hundred thirty percent (130%) of the Adjustment Value is less than $1.15, then the Conversion Price shall be decreased to such amount; provided, however, that in no event shall the Conversion Price be decreased by more than fifteen cents ($0.15).
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Examples of Series B Preferred Certificate of Designations in a sentence

  • All corporate action on the part of the Company, its officers, directors and stockholders necessary for the authorization of the Securities and the filing of the Series B Preferred Certificate of Designations, the authorization, execution, delivery and performance of this Agreement and the consummation of the transactions contemplated herein has been taken, other than the approvals contemplated at the Special Meeting.

  • The Company shall file the Series B Preferred Certificate of Designations with the Secretary of State of the State of Delaware, and satisfactory evidence of such filing shall be delivered to the Purchasers within two Business Days following receipt of Stockholder Approval.

  • Transaction Documents" means this Agreement, the Notes, the Warrants, the Pledge and Security Agreement, the Intercreditor Agreement and the Series B Preferred Certificate of Designations.

  • Upon the consummation of the Exchange, the following rights shall be granted to Warburg and BCP and shall supersede all similar rights granted to Warburg and BCP pursuant to the terms of the 2002 Purchase Agreement, the 2003 Purchase Agreement, Section 9(e) of the Series A Preferred Certificate of Designations or Section 9(e) of the Series B Preferred Certificate of Designations, which similar rights shall then be null and void and of no further force or effect.

  • Immediately prior to the Closing, Purchaser shall cause to be filed with the Delaware Secretary of State's office a Certificate of Designation, Rights and Preferences setting forth the relative rights and preferences of the Series B Preferred ("Certificate of Designations").

  • The Company shall file the Series B Preferred Certificate of Designations with the Secretary of State of the State of Delaware, and satisfactory evidence of such filing shall be delivered to the Purchasers within one Business Day following receipt of Stockholder Approval at the Special Meeting.

  • The liquidation preference of the Series B Preferred accretes at an annual rate of 14%, compounded quarterly, as more fully described in the Series B Preferred Certificate of Designations.

  • Other than the filing of the Solaris Series B Preferred Certificate of Designations, the Purchaser is not required to obtain any consent, authorization or order of, or make any filing or registration with, any Governmental Authority or self-regulatory organization or any other Person in order for it to execute, deliver or perform any of its obligations under or contemplated by the Transaction Documents, in each case in accordance with the terms hereof or thereof.

  • Each share of Series B Preferred Stock is convertible into shares of Common Stock at an initial conversion price of $1.15, and at an initial conversion rate of approximately 86.96 shares of Common Stock for each share of Series B Preferred Stock converted, subject to certain adjustments as set forth in the Certificate of Designations, Preferences and Rights of Series B Convertible Preferred Stock of Proxim Corporation (the "Series B Preferred Certificate of Designations").

  • All of the foregoing provisions of this Section 1.3(a) are qualified in their entirety by the terms and conditions of the Series B Preferred Certificate of Designations.


More Definitions of Series B Preferred Certificate of Designations

Series B Preferred Certificate of Designations means the Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of the Borrower setting forth the terms of the Series A Preferred Stock to be delivered to the Agent upon execution thereof in the form provided to the Agent and the Lenders on the Closing Date (for the avoidance of doubt, without giving effect to any subsequent amendments, supplements or other modifications).
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Related to Series B Preferred Certificate of Designations

  • Series B Certificate of Designations means the certificate of designations establishing the terms of the Series B Preferred Stock.

  • Series B Certificate of Designation means the Certificate of Designation of Series B Cumulative Convertible Preferred Shares of the Company as in effect on the date hereof.

  • Series A Certificate of Designations means the Certificate of Designations of Series A Preferred Stock of the Company.

  • Series A Certificate of Designation means the Certificate of Designation of Series A Cumulative Convertible Preferred Shares of the Company as in effect on the date hereof.

  • Certificate of Designations means the Certificate of Designations or comparable instrument relating to the Designated Preferred Stock, of which these Standard Provisions form a part, as it may be amended from time to time.

  • Certificate of Designation means the Certificate of Designation to be filed prior to the Closing by the Company with the Secretary of State of Delaware, in the form of Exhibit A attached hereto.

  • Series B Preferred means the Company’s Series B Preferred Stock, par value $0.001 per share.

  • Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.

  • Series D Preferred means the Series D Convertible Preferred Stock of the Company, par value $.01 per share.

  • Series B Preferred Units shall have the meaning provided in Section 1.

  • Series C Preferred means the Company's Series C Preferred Stock, par value $0.01 per share.

  • Series B Preferred Stock means shares of the Company’s Series B Preferred Stock, par value $0.0001 per share.

  • Series B Preferred Shares means the Series B Preferred Shares of the Company, par value US$0.0001 per share.

  • Series C Preferred Units shall have the meaning provided in Section 1.

  • Series A Preferred means the Series A Convertible Preferred Stock of the Company, par value $0.01 per share.

  • Preferred Stock as applied to the Capital Stock of any corporation, means Capital Stock of any class or classes (however designated) which is preferred as to the payment of dividends, or as to the distribution of assets upon any voluntary or involuntary liquidation or dissolution of such corporation, over shares of Capital Stock of any other class of such corporation.

  • Series C Preferred Shares means the Company’s series C preferred shares, par value US$0.00001 per share.

  • Company Series B Preferred Stock means the Series B Preferred Stock, par value $0.0001 per share, of the Company.

  • Series D Preferred Shares means the Company’s series D preferred shares, par value US$0.00001 per share.

  • Series F Preferred Shares means the Series F Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series F Preferred Stock means shares of the Company’s Series F Preferred Stock, par value $0.0001 per share.

  • Series C Preferred Stock means shares of the Company’s Series C Preferred Stock, par value $0.001 per share.

  • Series D Preferred Stock means shares of the Company’s Series D Preferred Stock, par value $0.001 per share.

  • Series B-2 Preferred Shares means the Company’s series B-2 preferred shares, par value US$0.00001 per share.

  • Series A-2 Preferred Stock means shares of the Company’s Series A-2 Preferred Stock, par value $0.0001 per share.

  • Series B-2 Preferred Stock means shares of the Company’s Series B-2 Preferred Stock, par value $0.001 per share.