Common use of Reservation of Stock Issuable Upon Conversion Clause in Contracts

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes.

Appears in 5 contracts

Samples: Loan and Security Agreement (Corsair Communications Inc), Intercreditor Agreement (Corsair Communications Inc), Preferred Stock Purchase Agreement (Corsair Communications Inc)

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Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation The Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation the Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to the Certificate of Incorporation, and shall not, until such action is taken to increase the authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose, issue any shares of Common Stock.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Blackhawk Biofuels, LLC), Asset Purchase Agreement (Central Iowa Energy, LLC), Limited Liability Company Agreement (Blackhawk Biofuels, LLC)

Reservation of Stock Issuable Upon Conversion. This The --------------------------------------------- corporation Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock A-1, Series A-2, Series B and Series B B-1 Preferred Stock Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B such series of Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B such series of Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to this Certificate of Incorporation.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Durect Corp), Asset Purchase Agreement (Durect Corp)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock, Series B Preferred Stock and Series B C Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock, Series B Preferred Stock and Series B C Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock, Series B Preferred Stock and Series B C Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes.

Appears in 2 contracts

Samples: Voting Agreement (Softbank Holdings Inc Et Al), Preferred Stock and Warrant Purchase Agreement (Rhythms Net Connections Inc)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A D Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A D Preferred Stock and (without regard to any limitations on the conversion of the Series B D Preferred StockStock contained in this Certificate of Designation); and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B D Preferred Stock, in addition to such other remedies as shall be available to the holder holders of such Series A Preferred Stock or Series B D Preferred Stock, this corporation Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment of the Certificate of Incorporation.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Mullen Automotive Inc.), Securities Purchase Agreement (Mullen Automotive Inc.)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock solely for the purpose of effecting the conversion of the shares of the Series A B Preferred Stock, Series C Preferred Stock and Series B M Preferred Stock Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A B Preferred Stock, Series C Preferred Stock and Series B M Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then the outstanding shares of the Series A B Preferred Stock, Series C Preferred Stock and Series B M Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B shares of Preferred Stock, this corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes.

Appears in 2 contracts

Samples: Series C Preferred Stock Purchase Agreement (Genomic Solutions Inc), Series C Preferred Stock Purchase Agreement (Genomic Solutions Inc)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A D Preferred Stock and Series B Preferred Stock such Stock, the number of its shares of Common Stock as shall from time to time that would be sufficient to effect the conversion of issuable if all then outstanding shares of the Series A D Preferred Stock and Series B Preferred Stock; and if were converted. If at any time the number of authorized but and unissued shares of Common Stock that are reserved for issuance upon conversion of the shares of Series D Preferred Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B D Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposespurpose, including, without limitation, taking appropriate board action, recommending such an increase to the holders of Common Stock, holding stockholders meetings, soliciting votes and proxies in favor of such increase to obtain the requisite stockholder approval and upon such approval, the Corporation shall reserve and keep available such additional shares solely for the purpose of effecting the conversion of the shares of the Series D Preferred Stock.

Appears in 2 contracts

Samples: Securities Exchange Agreement (Metrocall Inc), Securities Exchange Agreement (At&t Corp)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Class A Common Stock and Class C Common Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Class A Common Stock and Class C Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if at any time the number of authorized but unissued shares of Class A Common Stock or Class C Common Stock shall not be sufficient to effect the conversion of all of the then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, in addition to such other remedies as the Corporation shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Class A Common Stock or Class C Common Stock to such number of shares as shall be sufficient for such purposespurpose, including, without limitation, utilizing its best efforts to obtain the requisite stockholder approval of any necessary amendment to the Certificate of Incorporation.

Appears in 2 contracts

Samples: Subordination Agreement (General Housing Inc), Securities Purchase Agreement (General Housing Inc)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation The Company shall, -------------------------------------------------- prior to conversion of this Note into Series C Preferred Stock, reserve and keep available out of its authorized but unissued shares of Series C Preferred Stock solely for the purpose of effecting the conversion of the Note such number of its shares of Series C Preferred Stock as shall from time to time be sufficient to effect the conversion of the Note. The Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Stock, such number of its shares of duly authorized Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A C Preferred Stock and Series B Preferred Stock; and if into Common Stock in accordance with its Articles. If at any relevant time the number of authorized but unissued shares of Series C Preferred Stock (and shares of Common Stock for issuance on conversion of such Series C Preferred Stock) shall not be sufficient to effect the conversion of all then the entire outstanding shares principal amount of the Series A Preferred Stock and Series B Preferred Stockthis Note, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stockthis Note, this corporation the Company will use its reasonable efforts to forthwith take such corporate action as may, in the opinion of its counsel, may be necessary to increase its authorized but unissued shares of Series C Preferred Stock (and shares of its Common Stock for issuance on conversion of such Series C Preferred Stock) to such number of shares as shall be sufficient for such purposes.

Appears in 1 contract

Samples: Positron Corp

Reservation of Stock Issuable Upon Conversion. This The Corporation --------------------------------------------- corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A C Convertible Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B C Convertible Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B C Convertible Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to the Certificate of Incorporation, as amended.

Appears in 1 contract

Samples: Securities Purchase Agreement (Endorex Corp)

Reservation of Stock Issuable Upon Conversion. This The corporation at --------------------------------------------- corporation shall at all times will reserve and keep available out of its authorized but unissued shares of Common Stock solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock such number of its shares of Common Stock as shall from time to time will be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall is not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, in addition to such other remedies as shall may be available to the holder holders of such Series A Preferred Stock or Series B Preferred Stockfor such failure, this the corporation will take such corporate action as mayas, in the opinion of its counsel, may be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall will be sufficient for such purposespurpose.

Appears in 1 contract

Samples: Stock Purchase Agreement (Net Value Holdings Inc)

Reservation of Stock Issuable Upon Conversion. This The --------------------------------------------- corporation Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B such series of Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B such series of Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to this Certificate of Incorporation.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Chemdex Corp)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock and Redeemable Preferred Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Common Stock and Redeemable Preferred Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if . If at any time the number of authorized but unissued shares of Common Stock shall or Redeemable Preferred Stock is not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, in addition to such other remedies as the Corporation shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation will take such corporate action as may, in the opinion of its counsel, may be necessary to increase the number of its authorized but unissued shares of Common Stock or Redeemable Preferred Stock, as the case may be, to such number of shares as shall be are sufficient for such purposespurpose, and to reserve the appropriate number of shares of Common Stock or Redeemable Preferred Stock, as the case may be, for issuance upon such conversion.

Appears in 1 contract

Samples: Stock Purchase Agreement (Eagle Test Systems, Inc.)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred StockPreferred; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred StockPreferred, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposespurpose, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to the Restated Certificate. All shares of Common Stock which are issuable upon such conversion shall, when issued, be duly and legally issued, fully paid and nonassessable and free of all taxes, liens and charges.

Appears in 1 contract

Samples: Stock Exchange Agreement (Homeservices Com Inc)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes, including, without limitation, engaging in best efforts to obtain the requisite shareholder approval of any necessary amendment to these articles.

Appears in 1 contract

Samples: Rights Agreement (Adknowledge Inc)

Reservation of Stock Issuable Upon Conversion. This corporation --------------------------------------------- corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes.

Appears in 1 contract

Samples: Warrant Agreement (Corsair Communications Inc)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B A-1 Preferred Stock such number of its shares of its Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding authorized shares of the Series A Preferred Stock and Series B A-1 Preferred Stock, whether or not such shares are then outstanding; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding the authorized shares of the Series A Preferred Stock and Series B A-1 Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation Corporation will take such corporate action as may, in the opinion of its counsel, whether or not such shares are then outstanding, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposespurpose. Notwithstanding the foregoing, from the date of the initial issuance of shares of Series A-1 Preferred Stock until the date of a subsequent issuance of shares of Series A-1 Preferred Stock, if any, the Corporation shall only be required to reserve twenty million (20,000,000) shares of its authorized but unissued Common Stock for the purpose of effecting the conversion of shares of Series A-1 Preferred Stock.

Appears in 1 contract

Samples: Joint Venture Agreement (Winwin Gaming Inc)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation shall The Company has reserved and kept available, and at all times shall reserve and keep available available, out of its authorized but unissued shares of Series G Preferred Stock and Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock this Note, such number of its shares of Series G Preferred Stock (and shares of its Common Stock for issuance on conversion of such Series G Preferred Stock) or Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stockthis Note; and if at any time the number of authorized but unissued shares of Series G Preferred Stock (and shares of its Common Stock for issuance on conversion of such Series G Preferred Stock) or Common Stock shall not be sufficient to effect the conversion of all then the entire outstanding shares principal amount of the Series A Preferred Stock and Series B Preferred Stockthis Note, in addition to without limitation of such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stockthis Note, this corporation will the Company shall use its reasonable best efforts to take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Series G Preferred Stock (and shares of its Common Stock for issuance on conversion of such Series G Preferred Stock) or Common Stock to such number of shares as shall be sufficient for such purposes.

Appears in 1 contract

Samples: Security Agreement (Bloom Energy Corp)

Reservation of Stock Issuable Upon Conversion. This corporation --------------------------------------------- corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes, including, without limitation, engaging in best efforts to obtain the requisite shareholder approval of any necessary amendment to this Restated Certificate of Incorporation.

Appears in 1 contract

Samples: Exchange Agreement (Entravision Communications Corp)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation The Company shall at ----------------------------------------------- all times on and after the Financing, reserve and keep available out of from its authorized but and unissued shares of Series B Preferred Stock (and shares of Common Stock issuable upon conversion thereof), solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Note, such number of its shares of Series B Preferred Stock (and shares of Common Stock issuable upon conversion thereof), as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred StockNote; and if at any time the number of authorized but unissued shares of Series B Preferred Stock (or shares of its Common Stock issuable upon conversion thereof), shall not be sufficient to effect the conversion of all then the entire outstanding shares principal amount of the Series A Preferred Stock and Series B Preferred Stockaccrued interest on this Note, in addition to such other remedies as shall be available to the holder Holder of such Series A Preferred Stock or Series B Preferred Stockthis Note, this corporation the Company will use its commercially reasonable efforts to promptly take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Series B Preferred (and shares of its Common Stock issuable upon conversion thereof), to such number of shares as shall be sufficient for such purposes.

Appears in 1 contract

Samples: Procera Networks Inc

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation The Corporation shall at --- --------------------------------------------- all times reserve and keep available out of its authorized but unissued shares of Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; , and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, then in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or shares of Series B Preferred Stock, this corporation the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes.

Appears in 1 contract

Samples: Securities Purchase Agreement (Morse Partners LTD)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series Class A Senior Convertible Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Class A Preferred Stock and Series B Senior Convertible Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series Class A Preferred Stock and Series B Senior Convertible Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series the Class A Preferred Stock or Series B Senior Convertible Preferred Stock, this corporation the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to these provisions.

Appears in 1 contract

Samples: Subscription Agreement (Silvergraph International Inc)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation shall Corporation at all times will reserve and keep available out of its authorized but unissued shares of Class A Voting Common Stock solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock such number of its shares of Class A Voting Common Stock as shall from time to time will be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if at any time the number of authorized but unissued shares of Class A Voting Common Stock shall is not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, in addition to such other remedies as shall may be available to the holder holders of such Series A Preferred Stock or Series B Preferred StockStock for such failure, this corporation the Corporation will take such corporate action as mayas, in the opinion of its counsel, may be necessary to increase its authorized but unissued shares of Class A Voting Common Stock to such number of shares as shall will be sufficient for such purposespurpose.

Appears in 1 contract

Samples: License Agreement (Intertrust Technologies Corp)

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Reservation of Stock Issuable Upon Conversion. This The Corporation --------------------------------------------- corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Preferred, Series B Preferred Stock and Series C Preferred such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Preferred, Series B Preferred Stockand Series C Preferred; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Preferred, Series B Preferred Stockand Series C Preferred, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposespurpose.

Appears in 1 contract

Samples: Management Rights Agreement (Inventa Technologies Inc)

Reservation of Stock Issuable Upon Conversion. This The Corporation shall --------------------------------------------- corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposespurpose, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to its Certificate of Incorporation. For the purpose of increasing the number of shares of Common Stock authorized to provide enough Common Stock to fully convert the Series A Preferred Stock, the Series A Preferred Stock shall vote in favor of such amendment to the Certificate of Incorporation.

Appears in 1 contract

Samples: Securities Purchase Agreement (Ward North America Holding Inc)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Preferred Stock solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock this Note such number of its shares of Preferred Stock (and shares of its Common Stock for issuance on conversion of such Preferred Stock) as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred StockNote; and if at any time the number of authorized but unissued shares of Preferred Stock (and shares of its Common Stock for issuance on conversion of such Preferred Stock) shall not be sufficient to effect the conversion of all then the entire outstanding shares principal amount of the Series A Preferred Stock and Series B Preferred Stockthis Note, in addition to without limitation of such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stockthis Note, this corporation Company will use its best efforts to take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Preferred Stock (and shares of its Common Stock for issuance on conversion of such Preferred Stock) to such number of shares as shall be sufficient for such purposes.

Appears in 1 contract

Samples: Voting Agreement (Autotradecenter Com Inc)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation The Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Series C Preferred Stock solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock this Note such number of its shares of Series C Preferred Stock (and shares of its Common Stock for issuance on conversion of such Series C Preferred Stock) as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred StockNote; and if at any time the number of authorized but unissued shares of Series C Preferred Stock (and shares of its Common Stock for issuance on conversion of such Series C Preferred Stock) shall not be sufficient to effect the conversion of all then the entire outstanding shares principal amount of the Series A Preferred Stock and Series B Preferred Stockthis Note, in addition to without limitation of such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stockthis Note, this corporation the Company will use its reasonable best efforts to take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Series C Preferred Stock (and shares of its Common Stock for issuance on conversion of such Series C Preferred Stock) to such number of shares as shall be sufficient for such purposes.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (iRhythm Technologies, Inc.)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock, Series B Preferred Stock and Series B C Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock, Series B Preferred Stock and Series B C Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock, Series B Preferred Stock and Series B C Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock, Series B Preferred Stock or Series B C Preferred Stock, this corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes.

Appears in 1 contract

Samples: Directed Share Agreement (Corsair Communications Inc)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation Parent shall at all times reserve and keep available out of its authorized but unissued shares of Class A-2 Preferred Stock and Common Stock Stock, as the case may be, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Notes such number of its shares of Class A-2 Preferred Stock and Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares the Notes and the conversion of the Series A Preferred Stock and Series B Class A-2 Preferred Stock; as the case may be, and if at any time the number of authorized but unissued shares of Class A-2 Preferred Stock or Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred StockNotes, in addition to such other remedies as shall be available to the holder Holder of such Series A Preferred Stock or Series B Preferred Stockthis Note, this corporation Parent will use its best efforts to take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Class A-2 Preferred Stock or Common Stock Stock, as the case may be, to such number of shares as shall be sufficient for such purposes.

Appears in 1 contract

Samples: Small World Kids Inc

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation shall at all times reserve and keep available out of its authorized but unissued shares of Class A Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Class A Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if at any time the number of authorized but unissued shares of Class A Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Class A Common Stock to such number of shares as shall be sufficient for such purposes, including, without limitation, engaging in best efforts to obtain the requisite shareholder approval of any necessary amendment to these articles.

Appears in 1 contract

Samples: Securities Purchase Agreement (Amerigon Inc)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation The Company shall at all times reserve and keep available out of its authorized but unissued shares of Series G Preferred Stock and Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock this Note, such number of its shares of Series G Preferred Stock (and shares of its Common Stock for issuance on conversion of such Series G Preferred Stock) as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred StockNote; and if at any time the number of authorized but unissued shares of Series G Preferred Stock (and shares of its Common Stock for issuance on conversion of such Series G Preferred Stock) shall not be sufficient to effect the conversion of all then the entire outstanding shares principal amount of the Series A Preferred Stock and Series B Preferred Stockthis Note, in addition to without limitation of such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stockthis Note, this corporation will the Company shall use its reasonable best efforts to take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Series G Preferred Stock (and shares of its Common Stock for issuance on conversion of such Series G Preferred Stock) to such number of shares as shall be sufficient for such purposes.

Appears in 1 contract

Samples: Security Agreement (Bloom Energy Corp)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes.

Appears in 1 contract

Samples: Stock Purchase Agreement (Intellisys Group Inc)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, in addition to such other remedies as shall be available to the holder holders of such Series A Preferred Stock or Series B Preferred Stock, this corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to this Restated Certificate of Incorporation, as it may be amended or restated from time to time.

Appears in 1 contract

Samples: Foundry Networks Inc

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation The Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if Preferred. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred StockPreferred, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposespurpose. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

Appears in 1 contract

Samples: Securities Purchase Agreement (Sunesis Pharmaceuticals Inc)

Reservation of Stock Issuable Upon Conversion. (i) Series A Stock. This --------------------------------------------- corporation shall at all times reserve -------------- and keep available out of its authorized but unissued shares of Class A Common Stock Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Class A Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if at any time the number of authorized but unissued shares of Class A Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, then in addition to such other remedies as shall be available to the holder holders of such Series A Preferred Stock or Series B Preferred Stock, this corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Class A Common Stock to such number of shares as shall be sufficient for such purposes, including, without limitation, engaging in best efforts to obtain the requisite approval of any necessary amendment to these articles.

Appears in 1 contract

Samples: Shareholder Agreement (Internet Capital Group Inc)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock solely for the purpose of effecting the conversion of the shares of the Series A B Preferred, Series C Preferred, Series D Preferred, Series E Preferred Stock and Series B F Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A B Preferred, Series C Preferred, Series D Preferred, Series E Preferred Stock and Series B Preferred StockF Preferred; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A B Preferred, Series C Preferred, Series D Preferred, Series E Preferred Stock and Series B Preferred StockF Preferred, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposespurpose.

Appears in 1 contract

Samples: Agreement and Plan of Merger (AvidXchange Holdings, Inc.)

Reservation of Stock Issuable Upon Conversion. This --------------------------------------------- corporation Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock and Series A Preferred Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred Stock and Series B Preferred Stock Stock, such number of its shares of Common Stock or Series A Preferred Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred Stock and Series B Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock or Series A Preferred Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred Stock and Series B Preferred Stock, in addition to such other remedies as shall be available to the holder of such Series A Preferred Stock or Series B Preferred Stock, this corporation Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock or Series A Preferred Stock to such number of shares as shall be sufficient for such purposes, including, without limitation, engaging in best efforts to obtain the requisite shareholder approval of any necessary amendment to this Certificate of Designation or the Restated Certificate of Incorporation.

Appears in 1 contract

Samples: Combination Agreement (Equinix Inc)

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