No Further Issuances. Until all the Milestones have been achieved, other than as approved by the Board of Directors of the Company (including the affirmative vote of at least two (2) of the directors nominated by the Purchaser), the Company will not (i) issue any additional capital stock or other equity securities of the Company (including securities convertible into or exchangeable for such equity securities) other than the Preferred Stock issued at any Milestone Closing, or (ii) take uncoordinated action to solicit, initiate, encourage or assist the submission of any proposal, negotiation or offer from any person or entity other than the Purchaser relating to the sale or issuance, of any of the capital stock of the Company or the acquisition, sale, lease, license or other disposition of the Company or any material part of the stock or assets of the Company and shall notify the Purchaser promptly of any inquiries by any third parties in regards to the foregoing.
No Further Issuances. Except for a dividend payable in accordance with Article V, Section A.3 or a Stock Adjustment effectuated in accordance with Article V or Section A.3, the Corporation shall not at any time after the Effective Time issue any additional shares of Class B Common Stock, unless such issuance is approved by the affirmative vote of the holders of a majority of the outstanding shares of Class A Common Stock, voting as a separate class. After the Sunset Date, the Corporation shall not issue any additional shares of Class B Common Stock.
No Further Issuances. Except for the issuance of Class 1 Common Stock issuable upon a Distribution payable in accordance with Article IV(D), Section 2, the Company shall not at any time after the time of acceptance of this Amended and Restated Certificate of Incorporation by the Secretary of State of the State of Delaware (the “Effective Time”), issue any additional shares of Class 1 Common Stock, unless such issuance is approved by the affirmative vote of the holders of a majority of the outstanding shares of Class 1 Common Stock.
No Further Issuances. While amounts under the ATAI Note are still outstanding and ATAI is not in default with any of its obligations under the ATAI Note, other than as approved by the Board and other than capital stock or other equity securities of the Company (including securities convertible into or exchangeable for such equity securities) issued pursuant to any stock option plan of the Company approved by the Board), the Company will not (i) issue any additional capital stock or other equity securities of the Company (including securities convertible into or exchangeable for such equity securities), or (ii) take uncoordinated action (without informing the Board) to solicit, initiate, encourage or assist the submission of any proposal, negotiation or offer from any person or entity other than ATAI relating to the sale or issuance, of any of the capital stock of the Company or the acquisition, sale, lease, license or other disposition of the Company or any material part of the stock or assets of the Company and shall notify ATAI promptly of any inquiries by any third parties in regards to the foregoing.
No Further Issuances. There is no existing contract, agreement or other instrument requiring the issuance or sale of any additional shares of capital stock or other securities of Nxxxxx and no shares of Nxxxxx are reserved for issuance for any purpose.
No Further Issuances. Without the prior written consent of the Secured Parties, the Company shall not cause XX XX to issue any additional shares of capital stock or instruments convertible into, or options for the purchase of, the same.
No Further Issuances. Until all the Milestones have been achieved, other than as approved by the Board of Directors of the Company and the Purchaser or in connection with a Milestone Failure Event (as defined in the Voting Agreement), the Company will not (i) issue any additional capital stock or other equity securities of the Company (including securities convertible into or exchangeable for such equity securities) other than the Preferred Stock issued at any Milestone Closing, or (ii) take uncoordinated action to solicit, initiate, encourage or assist the submission of any proposal, negotiation or offer from any person or entity other than the Purchaser relating to the sale or issuance, of any of the capital stock of the Company or the acquisition, sale, lease, license or other disposition of the Company or any material part of the stock or assets of the Company and shall notify the Purchaser promptly of any inquiries by any third parties in regards to the foregoing, provided that the foregoing shall not include shares of Common Stock issued or issuable upon the exercise of options under the Stock Plan or any other options approved by the Board, including a majority of the Preferred Directors (as defined in the Voting Agreement).
No Further Issuances. Except for a Stock Adjustment payable in accordance with Section 4.03(a)(iii), the Corporation shall not issue any additional shares of Class V-3 Common Stock at any time after this Certificate of Incorporation becomes effective pursuant to the DGCL.
No Further Issuances. Except for the issuance of Series B Common Stock issuable upon the settlement, exercise or conversion of Rights outstanding at the Effective Time, a dividend payable in accordance with Article IV, Section B(3)(a) or a subdivision or reclassification in accordance with Article IV, Section B(3)(b), the Corporation shall not at any time after the Effective Time issue any additional shares of Series B Common Stock, unless such issuance is approved by the affirmative vote of the holders of a majority of the outstanding shares of Series B Common Stock, voting as a separate series.
No Further Issuances. Aurum agrees that from and after the MBO Closing, it will not issue any additional shares of Preferred Stock of the MMMM Mining Subsidiaries nor will it issue or authorize the issuance of debt or equity securities of the MMMM Mining Subsidiaries convertible into shares of Preferred Stock of the MMMM Mining Subsidiaries without the prior written consent of NuAxess and PR345 or any successor holder of the 25%Equity Interests in the MMMM Mining Subsidiaries. After the Closing, the Company shall have no authority to issue or authorize the issuance of any shares of the MMMM Mining Subsidiaries.
