Reservation and Registration of Shares. The Company covenants and agrees as follows:
Reservation and Registration of Shares. (i) Prior to the Effective Time, C&N shall take appropriate action to reserve a sufficient number of authorized but unissued shares of C&N Common Stock to be issued in accordance with this Agreement as C&N Stock Consideration, and (ii) at the Effective Time, C&N will issue shares of C&N Common Stock to the extent set forth in, and in accordance with, this Agreement.
Reservation and Registration of Shares. The Corporation shall at all times during the term of the Options reserve and keep available such number of shares of Common Stock as will be sufficient to satisfy the requirements of this Agreement. The Shares issuable upon the exercise of the Options are registered under the Securities Act of 1933 (the "Act") and the Corporation shall use its best efforts to maintain the registration under the Act of the Shares issuable upon exercise of the Options.
Reservation and Registration of Shares. The Company covenants and agrees as follows: (a) All Warrant Shares that are issued upon the exercise of this Warrant shall, upon issuance, be validly issued, not subject to any preemptive rights, and be free from all taxes, liens, security interest, charges, and other encumbrances with respect to the issuance thereof, other than taxes in respect of any transfer occurring contemporaneously with such issue. (b) The Company shall at all times have authorized and reserved, and shall keep available and free from preemptive rights, a sufficient number of shares of Common Stock to provide for the exercise of the rights represented by this Warrant. (c) The Company shall not, by amendment of its Certificate of Incorporation or through any reorganization, transfer of assets, spin-off, consolidation, merger, dissolution, issue or sale of securities or any other action or inaction, seek to avoid the observance or performance of any of the terms of this Warrant, and shall at all times in good faith assist in performing and giving effect to the terms hereof and in the taking of all such actions as may be necessary or appropriate in order to protect the rights of the Warrantholder against dilution or other impairment. 523
Reservation and Registration of Shares. 6.1. Midway shall cause to be reserved and kept available, first out of authorized and issued shares of Midway common stock held in its treasury, and then, to the extent treasury shares are insufficient, out of authorized and unissued shares of Midway common stock, both (a) the number of shares of Midway common stock issuable upon payment of the Deferred Severance in shares of Midway common stock calculated using the Conversion Price and (b) the number of Retirement Shares not previously delivered to Xxxxxxxx (collectively the "Reserved Shares").
Reservation and Registration of Shares. Prior to the Effective Time, Xxxxxx shall take appropriate action to reserve a sufficient number of authorized but unissued shares of Xxxxxx Common Stock to be issued in accordance with this Agreement as Xxxxxx Stock Consideration, and at the Effective Time, Xxxxxx will issue shares of Xxxxxx Common Stock to the extent set forth in, and in accordance with, this Agreement.
Reservation and Registration of Shares. The Company hereby -------------------------------------- covenants that at all times during the term of this Warrant there shall be reserved a sufficient number of shares of its Common Stock as shall be required for issuance upon exercise of this Warrant. The Company further covenants to take such actions as the Company shall reasonably determine necessary to continue the registration of the Warrant Shares under the Securities Act of 1933, as amended.
Reservation and Registration of Shares. The Company shall reserve and set apart and have at all times, free from preemptive rights, a number of shares of authorized but unissued Common Stock or other securities or property deliverable upon the exercise of this Warrant sufficient to permit the exercise in full of this Warrant. The Company shall obtain all authorizations, exemptions and consents applicable to the Company as may be necessary from any governmental or regulatory authority to give effect to any adjustment to the Warrant Number or Exercise Price hereunder. If any shares of Common Stock required to be reserved for the purposes of exercise of this Warrant require registration with or approval of any governmental authority applicable to the Company under any federal or state law (other than federal and state securities laws) before such shares may be issued upon exercise of this Warrant, the Company shall, at its expense and as expeditiously as possible, cause such shares to be duly registered or approved, as the case may be. The Company shall not at any time, except upon dissolution, liquidation or winding up of the Company in compliance with Section 4.4, close its stock transfer books or warrant transfer books so as to result in preventing or delaying the exercise or transfer of this Warrant.
Reservation and Registration of Shares. Etc, The Company covenants and agrees that all Warrant Shares which are issued upon the exercise of this Warrant will, upon issuance, be validly issued, fully paid and nonassessable and free from all taxes, liens, security interests, charges, and other encumbrances with respect to the issuance thereof, other than taxes in respect of any transfer occurring contemporaneously with such issuance. The Company further covenants and agrees that, during the period within which this Warrant may be exercised, the Company will at all times have authorized and reserved, and keep available free from preemptive rights, a sufficient number of shares of Common Stock to provide for the exercise of the rights represented by this Warrant. The Company further covenants and agrees that it will, from time to time, take all such action as may be required to assure that the par value per share of the Warrant Shares is at all times equal to or less than the then effective Exercise Price.
Reservation and Registration of Shares. With respect to the Options granted to the Optionee under this Agreement, the Company hereby agrees to at all times reserve for issuance and/or delivery upon payment by the Optionee of the Option Price, such number of Shares as shall be required for issuance and/or delivery upon such payment pursuant to such Options. The Company agrees to register under the 1933 Act, promptly following the date of this Agreement, such number of Shares as shall be required for issuance upon exercise of this Option.
