Common use of Capitalization of the Corporation Clause in Contracts

Capitalization of the Corporation. As of the date hereof, the authorized share capital of the Corporation consists of an unlimited number of "Common Shares". As of the date hereof, 59,479,484 Common Shares (pre-Share Consolidation) are issued and outstanding. As of the date hereof, apart from 5,200,400 Options granted under the Corporation's stock option plan and 1,142,500 warrants, there are no options, puts, calls, conversion privileges, warrants or other rights, agreements or commitments of any character whatsoever requiring the issuance, sale or transfer by a member of the Caza Group of any shares of a member of the Caza Group or any securities or rights of any kind convertible into, or exchangeable or exercisable for, or otherwise evidencing a right to acquire, any shares of a member of the Caza Group, nor are there any outstanding stock appreciation rights, phantom equity or similar rights, agreements, arrangements or commitments based upon the share price, book value, income or other attribute of any member of the Caza Group, other than the $120,000 convertible promissory notes issued in August 2013. All outstanding Common Shares and all outstanding shares of each member of the Caza Group have been duly authorized and validly issued, are fully paid and non-assessable and are not subject to, nor were they issued in violation of, any preemptive rights.

Appears in 2 contracts

Samples: Investment Agreement, Investment Agreement

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Capitalization of the Corporation. As of the date hereof, the authorized share capital of the Corporation consists of an unlimited number of "Common Shares". As of the date hereof, 59,479,484 41,649,105 Common Shares (pre-Share Consolidation) are issued and outstanding. As of the date hereof, apart from 5,200,400 3,419,303 Options granted under the Corporation's stock option plan and 1,142,500 22,014,167 warrants, there are no options, puts, calls, conversion privileges, warrants or other rights, agreements or commitments of any character whatsoever requiring the issuance, sale or transfer by a member of the Caza Group of any shares of a member of the Caza Group or any securities or rights of any kind convertible into, or exchangeable or exercisable for, or otherwise evidencing a right to acquire, any shares of a member of the Caza Group, nor are there any outstanding stock appreciation rights, phantom equity or similar rights, agreements, arrangements or commitments based upon the share price, book value, income or other attribute of any member of the Caza Group, other than the $120,000 convertible promissory notes issued in August 2013,. All outstanding Common Shares and all outstanding shares of each member of the Caza Group have been duly authorized and validly issued, are fully paid and non-assessable and are not subject to, nor were they issued in violation of, any preemptive rights.

Appears in 1 contract

Samples: Agreement

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Capitalization of the Corporation. As of the date hereof, the authorized share capital of the Corporation consists of an unlimited number of "Common Shares". As of the date hereof, 59,479,484 43,523,605 Common Shares (pre-Share Consolidation) are issued and outstanding. As of the date hereof, apart from 5,200,400 xx Options granted under the Corporation's ’s stock option plan and 1,142,500 xx warrants, there are no options, puts, calls, conversion privileges, warrants or other rights, agreements or commitments of any character whatsoever requiring the issuance, sale or transfer by a member of the Caza Group of any shares of a member of the Caza Group or any securities or rights of any kind convertible into, or exchangeable or exercisable for, or otherwise evidencing a right to acquire, any shares of a member of the Caza Group, nor are there any outstanding stock appreciation rights, phantom equity or similar rights, agreements, arrangements or commitments based upon the share price, book value, income or other attribute of any member of the Caza Group, other than the $120,000 convertible promissory notes issued in August 2013. All outstanding Common Shares and all outstanding shares of each member of the Caza Group have been duly authorized and validly issued, are fully paid and non-assessable and are not (except as otherwise provided in favour of the Investor under the Initial Investment Agreement) subject to, nor were they issued in violation of, any preemptive pre-emptive rights.

Appears in 1 contract

Samples: Investment Agreement

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