Buyer Preferred Stock. Section 4.2
Buyer Preferred Stock. Certificates evidencing the shares of Buyer Preferred Stock issuable pursuant to the Merger;
Buyer Preferred Stock. Section 2.01(b) Buyer SEC Reports Section 4.04(a)
Buyer Preferred Stock. Following the Closing, CDFG and the Shareholders shall use their best reasonable efforts to cause the terms of the Buyer Preferred Stock to be amended so as to delete the provisions of Sections 5(f)(i) and (ii) thereof.
Buyer Preferred Stock. By delivery to Seller upon Closing of an aggregate of 4,329,004 duly authorized, validly issued, fully paid and nonassessable shares of Buyer Preferred Stock, which shall be exchangeable on a one for one basis into shares of Wavetech Common Stock. Each share of Buyer Preferred Stock shall be exchangeable for one duly authorized, validly issued, fully paid and nonassessable share of Wavetech Common Stock as of the Closing. In the event Seller elects to exchange such shares of Buyer Preferred Stock for shares of Wavetech Common Stock as of the Closing, such shares of Wavetech Common Stock would represent approximately 58% of the issued and outstanding capital stock of Wavetech as of the Closing.
Buyer Preferred Stock. As of the Closing Date each share of the Buyer Preferred Stock shall be exchangeable for one share of Wavetech Common Stock. As of the Closing Date, Buyer, Wavetech and Seller shall have entered into a Share Exchange Agreement with respect to the Buyer Preferred Stock in the form of Exhibit "E". Buyer shall have paid the Purchase Price to Seller in the manner prescribed by Section 2.4.1 and the Share Exchange Agreement shall have been executed and delivered by the parties thereto confirming Seller's unqualified right to immediately exchange if, as and when determined by Seller, in its sole discretion, the Buyer Preferred Stock received by Seller in payment of the Purchase Price for an equal number of duly authorized, validly issued and fully paid and non-assessable Wavetech Common Shares.
Buyer Preferred Stock. 1.7(a) Buyer Recommendation..................................... 4.12
Buyer Preferred Stock. When issued by Buyer to Seller in accordance with the terms of this Agreement, assuming the accuracy of the representations and warranties of Seller contained in this Agreement and the Ancillary Documents, the Buyer Preferred Stock will be (a) issued free and clear of all Liens except those imposed by applicable securities Laws, and (b) validly and duly issued and fully paid and non-assessable.
Buyer Preferred Stock. All of the shares of Buyer Preferred Stock to be issued pursuant to this Agreement have been duly authorized and, when issued in accordance with the terms of this Agreement, will be validly issued, fully paid and nonassessable and free of all liens, claims and Encumbrances (other than transfer restrictions imposed on such shares by federal and state securities laws) created by Buyer.
Buyer Preferred Stock. Section 4.02(a) Buyer SEC Reports............................................................ Section 4.04(a) Buyer Stock Plans............................................................ Section 4.02(a) Buyer Voting Agreements .....................................................
