Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized the sale and issuance to the Purchaser of the Shares.
Appears in 4 contracts
Samples: Common Stock Purchase Agreement (GTM Holdings Inc), Common Stock Purchase Agreement (GTM Holdings Inc), Stock Purchase Agreement (Dendreon Corp)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized (i) the sale and issuance to the Purchaser Purchasers of the Shares and (ii) the issuance of such shares of Common Stock to be issued upon conversion of the Shares (the "Conversion Shares"). The Shares and the Conversion Shares shall have the rights, preferences, privileges and restrictions set forth in the Restated Certificate of Incorporation of the Company, in the form attached hereto as Exhibit B (the "Certificate").
Appears in 3 contracts
Samples: Preferred Stock Purchase Agreement (Genomica Corp /De/), Preferred Stock Purchase Agreement (Genomica Corp /De/), Preferred Stock Purchase Agreement (Genomica Corp /De/)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 2.1 below), the Company shall have authorized the sale and issuance to the Purchaser of the Shares.
Appears in 2 contracts
Samples: Common Stock (Horizontal Ventures Inc), Common Stock (Horizontal Ventures Inc)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized (a) the sale and issuance to the Purchaser Purchasers of the Shares and (b) the issuance of such shares of Common Stock to be issued upon conversion of the Shares (the "Conversion Shares"). The Shares and the Conversion Shares shall have the rights, preferences, privileges and restrictions set forth in the Restated Certificate of Incorporation of the Company, in the form attached hereto as Exhibit B (the "Restated Certificate").
Appears in 2 contracts
Samples: Series B Preferred Stock Purchase Agreement (Spirent PLC), Preferred Stock Purchase Agreement (Asia Online LTD)
Authorization of Shares. On or prior to the Closing (as defined ----------------------- in Section 2 3 below), the Company shall have authorized the sale and issuance to the Purchaser Issuance of the Shares.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Onyx Software Corp/Wa)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized (i) the sale and issuance to the Purchaser of the Shares and (ii) the issuance of such shares of Common Stock to be issued upon conversion of the Shares (the "Conversion Shares"). The Shares and the Conversion Shares shall have the rights, preferences, privileges and restrictions set forth in the Restated Certificate of Incorporation of the Company, in the form attached hereto as Exhibit B (the "Certificate").
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Genomica Corp /De/)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 2.1 below), the Company shall have authorized (a) the sale and issuance to the Purchaser Investors of the Shares and the Warrants and (b) the issuance of such shares of Common Stock to be issued upon exercise of the Warrants (the "Warrant Shares"). The Shares shall have the rights, preferences, privileges and restrictions set forth in the Certificate of Designations of the Company, in the form attached hereto as Exhibit B (the "Certificate of Designations").
Appears in 1 contract
Samples: Securities Purchase Agreement (Credit Suisse First Boston/)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below)Closing, the Company shall have authorized the sale and issuance of the Shares to the Purchaser of the SharesPurchasers.
Appears in 1 contract
Samples: Stock Purchase Agreement (Universal Hospital Services Inc)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized the sale and issuance to the Purchaser Purchasers of the shares of Series A Preferred Stock (the “Shares”) having the rights, preferences, privileges and restrictions set forth in the Certificate of Amendment to the Certificate of Incorporation of the Company, in the form attached hereto as Exhibit B (the “Amended Certificate”).
Appears in 1 contract
Samples: Series a Preferred Stock Purchase Agreement (Provide Commerce Inc)
Authorization of Shares. On or prior to the First Closing (as defined in Section 2 below), the Company shall have authorized the sale and issuance to the Purchaser Purchasers of the Shares.
Appears in 1 contract
Samples: Stock Purchase Agreement (Minerva Neurosciences, Inc.)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized (a) the sale and issuance to the Purchaser Purchasers of the Shares and (b) the issuance of such shares of Common Stock to be issued upon conversion of the Shares (the "Conversion Shares"). The Shares and the Conversion Shares shall have the rights, preferences, privileges and restrictions set forth in the Restated Certificate of Incorporation of the Company, in the form attached hereto as Exhibit B (the "Charter").
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Blue Martini Software Inc)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized the sale and issuance to the Purchaser Purchasers of shares of its Series D Convertible Preferred Stock (the "Shares") having the rights, preferences, privileges and restrictions set forth in the Certificate of Amendment to the Certificate of Incorporation of the SharesCompany, attached hereto as Exhibit A (the "Certificate").
Appears in 1 contract
Samples: Series D Preferred Stock Purchase Agreement (Vstream Inc /Co)
Authorization of Shares. On or prior to the Closing (as defined in ----------------------- Section 2 below), the Company shall have authorized authorized: (i) the sale and issuance to the Purchaser of the Shares and (ii) the issuance of shares of Common Stock to be issued upon conversion the Shares (the "Conversion Shares."). The Shares shall have the rights, preferences, privileges and restrictions set forth in the Certificate of Determination of the Company in the form attached hereto as Exhibit A (the "Certificate of Determination"). ---------
Appears in 1 contract
Samples: Series B Preferred Stock Purchase Agreement (FMC Corp)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized the sale and issuance to the Purchaser Purchasers of the shares of Series B Preferred Stock (the "Shares.") having the rights, preferences, privileges and restrictions set forth in the Certificate of Amendment to the Certificate of Incorporation of the Company, in the form attached hereto as Exhibit B (the "Amended Certificate"). ---------
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Vstream Inc /Co)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized authorized: (i) the sale and issuance to the Purchaser of the Shares and (ii) the issuance of shares of Common Stock to be issued upon conversion the Shares (the "Conversion Shares"). The Shares shall have the rights, preferences, privileges and restrictions set forth in the Certificate of Determination of the Company in the form attached hereto as Exhibit A (the "Certificate of Determination").
Appears in 1 contract
Samples: Registration Rights Agreement (Advanced Machine Vision Corp)
Authorization of Shares. On or prior to the Initial Closing (as defined in Section 2 below), the Company shall have authorized the sale and issuance to the Purchaser Purchasers of shares of its Series B Preferred Stock (the "Shares") having the rights, preferences, privileges and restrictions set forth in the Amended and Restated Certificate of Incorporation of the SharesCompany, attached hereto as Exhibit B (the "Certificate of Incorporation").
Appears in 1 contract
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized the sale and issuance to the Purchaser Purchasers of shares of its Series A Preferred Stock (the "Shares") having the rights, preferences, privileges and restrictions set forth in the Certificate of Designation of the SharesCompany, attached hereto as Exhibit B (the "Certificate").
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Cypress Communications Inc)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized (a) the sale and issuance to the Purchaser Purchasers of the Shares and (b) the issuance of such shares of Common Stock to be issued upon conversion of the Shares (the "Conversion Shares"). The Shares and the Conversion Shares shall have the rights, preferences, privileges and restrictions set forth in the Restated Articles of Incorporation of the Company, in the form attached hereto as Exhibit B (the "Restated Charter").
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Oryx Technology Corp)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized (i) the sale and issuance to the Purchaser Purchasers of the Shares and (ii) the issuance of such shares of Common Stock to be issued upon conversion of the Shares (the "Conversion Shares."). The Shares and the Conversion Shares shall have the rights, preferences, privileges and restrictions set forth in the Restated Certificate of Incorporation of the Company, in the form attached hereto as Exhibit B (the "Certificate"). ---------
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Genomica Corp /De/)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 2.1 below), the Company shall have authorized the sale and issuance to the Purchaser of the SharesShares (as defined below) to Purchaser.
Appears in 1 contract
Authorization of Shares. On or prior to the Closing (as defined in Section 2 1.3 below), the Company shall have authorized the sale and issuance to the Purchaser of the Shares.
Appears in 1 contract
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized (a) the sale and issuance to the Purchaser Purchasers of the Shares and (b) the issuance of such shares of Common Stock to be issued upon conversion of the Shares (the "Conversion Shares"). The Shares and the Conversion Shares shall have the rights, preferences, privileges and restrictions set forth in the Amended and Restated Certificate of Incorporation, in the form attached hereto as Exhibit B (the "Certificate of Incorporation").
Appears in 1 contract
Samples: Convertible Preferred Stock Purchase Agreement (Inphonic Inc)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized (i) the sale and issuance to the Purchaser Purchasers of the Securities and (ii) the issuance of such shares of Common Stock to be issued upon exercise of the Warrants (the “Warrant Shares”). The Securities and the Warrant Shares shall have the rights, preferences, privileges and restrictions set forth in the respective documents, herein and in the Company’s Certificate of Incorporation and Bylaws. 1.2.
Appears in 1 contract
Samples: Note and Warrant Purchase Agreement (E Digital Corp)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below2.1), the Company shall have authorized authorize the sale and issuance to the Purchaser Investor of the Shares.
Appears in 1 contract
Samples: Securities Purchase Agreement (Natural Gas Services Group Inc)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized the sale and issuance to the Purchaser Purchasers of shares of its Series C Convertible Preferred Stock (the "Shares") having the rights, preferences, privileges and restrictions set forth in the Certificate of Amendment to the Certificate of Incorporation of the SharesCompany, attached hereto as Exhibit B (the "Certificate").
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Vstream Inc /Co)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 3 below), the Company shall have authorized the sale and issuance to the Purchaser of the Shares.
Appears in 1 contract
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized the sale and issuance to the Purchaser of the SharesShares to Shareholders. The Shares shall have the rights, preferences, privileges and restrictions set forth in the Amended Articles of Incorporation of the Company.
Appears in 1 contract
Samples: Agreement (Childrens Internet Inc)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized the sale and issuance to the Purchaser of the SharesShares having the rights, preferences, privileges and restrictions set forth in the Amended and Restated Articles of Incorporation of the Company, in the form attached hereto as Exhibit A (the "Articles").
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Britton & Koontz Capital Corp)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized (a) the sale and issuance to the Purchaser Purchasers of the Shares and (b) the issuance of such shares of Common Stock to be issued upon conversion of the Shares (the "Conversion Shares"). The Shares and the Conversion Shares shall have the rights, preferences, privileges and restrictions set forth in the Amended and Restated Articles of Incorporation of the Company, in the form attached hereto as Exhibit B (the "Restated Charter").
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Oryx Technology Corp)
Authorization of Shares. On or prior to the Closing (as defined in Section 2 below), the Company shall have authorized (a) the sale and issuance to the Purchaser Purchasers of the Shares and (b) the issuance of such shares of Common Stock to be issued upon conversion of the Shares (the "Conversion Shares"). The Shares and the Conversion Shares shall have the rights, preferences, privileges and restrictions set forth in the Certificate of Incorporation of the Company, in the form attached hereto as Exhibit B (the "Charter").
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Blue Martini Software Inc)
