NONASSESSABILITY Sample Clauses

NONASSESSABILITY. The Company covenants that all Exchange Securities which may be issued upon conversion of Securities will upon issue in accordance with the terms hereof, if applicable, be duly and validly issued and fully paid and nonassessable.

NONASSESSABILITY. Each Unit shall be paid completely and nonassessable, when issued. 9.3

NONASSESSABILITY. The Company covenants that all shares of its Quantum Common Stock which may be issued upon conversion of Securities will upon issue in accordance with the terms hereof be duly and validly issued and fully paid and nonassessable. Maxtor covenants that all shares of its Maxtor Common Stock which may be issued upon conversion of Securities will upon issue in accordance with the terms hereof be duly and validly issued and fully paid and nonassessable.

NONASSESSABILITY. The Issuer covenants that all shares of its Common Stock which may be issued upon conversion of Securities will upon issue in accordance with the terms hereof be duly and validly issued and fully paid and nonassessable.

NONASSESSABILITY. The Company covenants that all shares of its Quantum Common Stock which may be issued upon conversion of Securities will upon issue in accordance with the terms hereof be duly and validly issued and fully paid and nonassessable. Maxtor covenants that all shares of its Maxtor Common Stock which may be issued upon conversion of Securities will upon issue in accordance with the terms hereof be duly and validly issued and fully paid and nonassessable. SECTION 1409. Provision in Case of Consolidation, Merger or Sale of Assets. (i) With respect to the Company, if any of the following events occur, namely (i) any reclassification or change of the outstanding shares of Quantum Common Stock (other than a subdivision or combination of Quantum Common Stock to which Section 1404 applies), (ii) any consolidation, merger or combination of the Company with another corporation as a result of which holders of Quantum Common Stock shall be entitled to receive stock, securities or other property or assets (including cash) with respect to or in exchange for such Quantum Common Stock, or (iii) any sale or conveyance of the properties and assets of the Company as, or substantially as, an entirety to any other corporation as a result of which holders of Quantum Common Stock shall be entitled to receive stock, securities or other property or assets (including cash) with respect to or in exchange for such Quantum Common Stock, then the Company and Maxtor (as required) or the successor or purchasing corporation, as the case may be, shall execute with the Trustee a supplemental indenture (which shall comply with the Trust Indenture Act as in force at the date of execution of such supplemental indenture) providing that the Holder of each Security of a series then Outstanding that is convertible into Quantum Common Stock of the Company shall have the right thereafter to convert such Security into the kind and amount of shares of stock and other securities or property or assets (including cash) receivable upon such reclassification, change, consolidation, merger, combination, sale or conveyance by a holder of a number of shares of Quantum Common Stock issuable upon conversion of such Securities (assuming, for such purposes, a sufficient number of authorized shares of Quantum Common Stock is available to convert all such Securities) immediately prior to such reclassification, change, consolidation, merger, combination, sale or conveyance assuming such holder of Quantum Common Stock did ...

NONASSESSABILITY. The New Devon Guarantor covenants that all shares of Common Stock which may be issued upon conversion of Debentures will upon issue in accordance with the terms hereof be duly and validly issued and fully paid and nonassessable." Section 2.2 Section 1.16 of the Base Indenture is hereby amended by deleting all references to "the Company" and inserting in lieu thereof " the Company or the New Devon Guarantor" and by adding at the end of the first paragraph thereof after the word "Debentures" the following: "provided, however, that the foregoing shall not affect or impair the obligations of the New Devon Guarantor hereunder." Section 2.3 Section 6.1 of the First Supplemental Indenture is hereby amended by deleting all references to "the Company" and inserting in lieu thereof "the New Devon Guarantor." Section 2.4 Section 6.2(a) of the First Supplemental Indenture is hereby amended by deleting all references to "the Company" and inserting in lieu thereof "the New Devon Guarantor." Section 2.5 Section 6.2(b) of the First Supplemental Indenture is hereby amended by deleting the first reference to "the Company" and inserting in lieu thereof "the New Devon Guarantor." Section 2.6 Section 6.2(c) of the First Supplemental Indenture is hereby amended by deleting the reference to "the Company" and inserting in lieu thereof "the New Devon Guarantor." Section 2.7 Sections 6.3, 6.4, 6.5, 6.6, 6.7 and 6.8 of the First Supplemental Indenture are hereby amended by deleting all references to "the Company" and inserting in lieu thereof "the New Devon Guarantor." Section 2.8 The thirteenth paragraph of the [Form of Reverse of Debenture] of Section 7.1 of the First Supplemental Indenture is hereby amended by deleting the reference to "the Company" and inserting in lieu thereof "the Company or the New Devon Guarantor", and by adding at the end of such thirteenth paragraph in the [Form of Reverse of Debenture] after the word "released" the following: "; provided, however, that the foregoing shall not affect or impair the obligations of the New Devon Guarantor hereunder." Section 2.9 The Company and the New Devon Guarantor confirm and agree that, in accordance with the proviso to Section 6.4(c)(ii) of the First Supplemental Indenture, the Conversion Price in effect immediately prior to the Merger shall be the Conversion Price in effect immediately after the Merger and thereafter unless and until adjusted in accordance with the Indenture. Section 3.1 The New Devon Guarantor hereby ...

NONASSESSABILITY. No Member shall be required to make any Capital Contribution in excess of the amount stated in Section 3.1 unless agreed by all Members.