Authorized Common Stock Sample Clauses

Authorized Common Stock. Such Purchaser understands that on the Closing Date the Company will not have a sufficient number of authorized shares of Common Stock to allow for the conversion of all of the Shares being purchased pursuant to this Agreement into shares of Common Stock.
Authorized Common Stock. The Company shall use its best efforts to (a) increase the number of shares of Common Stock that are a part of its authorized capital stock to 2,400,000,000 shares of Common Stock and (b) reserve and keep available for issuance, free from preemptive rights, out of its authorized but unissued shares of Common Stock, a sufficient number of shares of Common Stock to issue the Common Stock issuable upon conversion of the Shares pursuant to Section 7 of the Certificate.
Authorized Common Stock. At any time that any Convertible Preferred Stock is outstanding, the Company shall from time to time take all lawful action within its control to cause the authorized capital stock of the Corporation to include a sufficient number of authorized but unissued shares of Class A Common Stock and Series A-1 Preferred Stock to satisfy the conversion requirements of all shares of Convertible Preferred Stock then outstanding or issuable as a dividend (on or prior to the second anniversary of the Closing Date, assuming that all dividends are paid in kind) or upon the conversion of Series A-2 Preferred Stock then outstanding (assuming for the purposes of this calculation that the Requisite Stockholder Approval has been obtained). All shares of Class A Common Stock and Series A-1 Preferred Stock delivered upon conversion of the Convertible Preferred Stock shall be newly issued shares or shares held in treasury by the Company, shall have been duly authorized and validly issued and shall be fully paid and nonassessable, and free of any Lien.
Authorized Common Stock. At any time that any Preferred Shares are outstanding, the Company shall from time to time take all lawful action within its control to cause the authorized capital stock of the Corporation to include a sufficient number of authorized but unissued shares of (a) Common Stock to satisfy the conversion requirements of all shares of the Series A Preferred Stock then outstanding (assuming full conversion of the Series B Preferred Stock and giving effect to any adjustment to the Conversion Rate (as defined in the Series A Certificate) pursuant to Section 9 of the Series A Certificate) and (b) Series A Preferred Stock to satisfy the conversion requirements of all shares of the Series B Preferred Stock then outstanding (giving effect to any adjustment of the Conversion Rate (as defined in the Series B Certificate) pursuant to Section 9 of the Series B Certificate). All shares of Common Stock delivered upon conversion of the Series A Preferred Stock shall be newly issued shares or shares held in treasury by the Company, shall have been duly authorized and validly issued and shall be fully paid and nonassessable, and free and clear of any Liens (other than Liens incurred by the Purchaser, restrictions arising under applicable securities Laws or the Stockholder Rights Agreement).
Authorized Common Stock. For so long as any of the Series A Stock are outstanding, the Company shall at all times reserve and keep available, free from preemptive rights, out of its authorized but unissued Common Stock, for issuance upon conversion of such Series A Stock (the “Conversion Stock”), not less than the maximum number of shares of Conversion Stock then so issuable.
Authorized Common Stock. At any time that any Preferred Stock is outstanding, the Company shall from time to time take all lawful action within its control to cause the authorized capital stock of the Corporation to include a sufficient number of authorized but unissued shares of Common Stock to satisfy the conversion requirements of all shares of Preferred Stock then outstanding.
Authorized Common Stock. By no later than June 30, 2008, Borrower shall have obtained stockholder approval of, and shall have taken all requisite actions (including filing an amendment to its Certificate of Incorporation with the Delaware Secretary of State) to increase the Borrower’s authorized Common Stock by a sufficient amount to fully reserve shares of Common Stock for issuance upon exercise of the Warrants and otherwise in accordance with the terms of the Warrants and conversion of the Series A Preferred Stock issued pursuant to the Purchase Agreement (including any Additional Warrants or Series A Preferred Stock that may be issued in the event of Borrower’s election to make payments in kind in accordance with the terms of this Agreement and the Series A Preferred Stock, as applicable).
Authorized Common Stock. Each of the Holders hereby acknowledges that the Company’s authorized but unissued shares of Common Stock are not presently sufficient to allow the issuance of all of the shares of Common Stock to which the Holders will be entitled upon full conversion of their Preferred Stock. Accordingly, each of the Holders agrees not to make any demand on the Company on its pro rata share of the _________ share shortfall until such time as the Company has amended its Articles of Incorporation to increase its authorized Common Stock to an amount that is sufficient to permit the issuance of the additional __________ shares of Common Stock. The Company agrees to use its best efforts to complete such amendment on or before __________, 2011.