Rights to Acquire Stock Sample Clauses

Rights to Acquire Stock. Except as set forth on Section 2.5(f) of the Disclosure Schedule and in the Financing Agreements and Warrants, there are no outstanding options, warrants, rights (including conversion rights, preemptive rights or rights of first refusal) or agreements for the purchase or acquisition from the Company of any shares of its capital stock.
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Rights to Acquire Stock. Except for (i) the conversion privileges of the Series A Preferred Stock, (ii) the first offer rights set forth in Section 4 of the Investor Rights Agreement by and between the Company and Purchaser dated September 6, 2000, (iii) 5,177,779 shares of Common Stock reserved by the Company for future issuance to employees, consultants, officers and directors of the Company, of which 5,003,335 shares are issuable under outstanding stock options (526,500 of which have been excercised for restricted stock), and (iv) the Purchaser's right to acquire and the Company's right to sell all of the Company's outstanding securities described more fully in pursuant to the Exchange Agreement, there are, to our knowledge, no outstanding options, warrants, rights (including conversion or preemptive rights) or agreements for the purchase or acquisition from the Company of any shares of its capital stock.
Sample 1
Rights to Acquire Stock. Except for (i) the conversion ----------------------- privileges of Preferred Stock; (ii) the rights of first refusal as set forth in the Company Schedules; (iii) the outstanding warrant to purchase 120,482 shares of Series A Preferred Stock; (iv) the outstanding warrant to purchase 76,576 shares of Series B Preferred Stock; (v) 1,066,987 shares of Common Stock reserved for issuance to employees, consultants, officers, or directors of the Company pursuant to stock options, of which, to our knowledge, 779,725 are currently outstanding, or pursuant to stock purchase rights, of which, to our knowledge, none are currently outstanding and (vi) the option commitments set forth in Schedule 2.3(b) of the Agreement, there are, to our knowledge, no options, stock purchase rights, warrants, conversion privileges, commitments or agreements of any character, written or oral, to which the Company is a party or by which it is bound obligating the Company to grant, extend, accelerate the vesting of, change the price of, otherwise amend or enter into any such option, warrant, call, right, commitment or agreement.
Sample 1
Rights to Acquire Stock. Except for (a) the conversion privileges of the Preferred Stock, (b) the rights of first refusal as set forth in Section 3.1 of the Rights Agreement, (c) the outstanding warrants to purchase 219,160 shares of Series B Preferred Stock, (iv) the outstanding warrants to purchase 30,000 shares of Common Stock (d) the shares of Preferred Stock that have been reserved for issuance upon exercise of warrants, and the shares of Common Stock that have been reserved for issuance upon conversion of Preferred Stock, and 10,057,012 shares of Common Stock reserved for issuance to employees, consultants, officers, or directors of the Company pursuant to stock options or direct grants, of which, to our knowledge, 6,753,375 are currently outstanding, there are, to our knowledge, no options, warrants, conversion privileges or other rights (or agreements for any such rights) outstanding to purchase or otherwise obtain from the Company any of the Company's securities.
Sample 1
Rights to Acquire Stock. Except for (i) the conversion ----------------------- privileges of the Preferred Stock, (ii) the rights of first refusal as set forth in the Schedule of Exceptions, (iii) the outstanding warrant to purchase 51,342 shares of Series C Preferred Stock, and (iv) 2,430,612 shares of Common Stock reserved for issuance to employees, consultants, officers, or directors of the Company pursuant to stock options or direct grants, of which, to our knowledge, 1,117,000 are currently outstanding, there are, to our knowledge, no options, warrants, conversion privileges commitments or agreements of any character, written or oral, to which the Company is a party or by which it is bound obligating the Company to grant, extend, accelerate the vesting of, change the price of, otherwise amend or enter into any such option, warrant, call, right, commitment or agreement.
Sample 1
Rights to Acquire Stock. Except for (i) conversion privileges of the Preferred Stock, (ii) 2,956,800 shares of Common Stock reserved for issuance pursuant to the Stock Plan, (iii) the rights of first refusal set forth in the Investors Rights Agreement and Co-Sale Agreement and (iv) Cornerstone Properties I, LLC conversion rights pursuant to the Convertible Promissory Note dated as of April 6, 1999, there are, to our knowledge, no outstanding options, warrants, rights (including conversion or preemptive rights and rights of first refusal or similar rights) or agreements, orally or in writing, for the purchase or acquisition from the Company of any shares of its capital stock.
Sample 1
Rights to Acquire Stock. Except as set forth in Section 4.3(b) of the Company Disclosure Schedule or as set forth in or contemplated by the Merger Agreement, to our knowledge, there exist no options, puts, call, contracts, warrants, conversion privileges or other rights (or agreements or commitments for any such rights) outstanding to purchase or otherwise obtain from the Company any of the Company’s securities.
Sample 1
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Rights to Acquire Stock. Except for the Company Options, stock ----------------------- purchase rights and warrants described in Schedule 2.3(b) of the Reorganization Agreement, to our knowledge, there are no options, warrants, calls, rights, exchangeable or convertible securities, commitments or agreements of any character, written or oral, to which the Company is a party or by which it is bound obligating the Company to (i) issue, deliver, sell, repurchase or redeem, or cause to be issued, delivered, sold, repurchased or redeemed, any Company Capital Stock or (ii) grant, extend, accelerate the vesting of, change the price of, otherwise amend or enter into any such option, warrant, call, right, exchangeable or convertible securities, commitment or agreement.
Sample 1
Rights to Acquire Stock. Except for (i) the conversion privileges of the Preferred Stock; (ii) the rights of first refusal as set forth in the Disclosure Memorandum; (iii) the outstanding warrant to purchase 70,000 shares of Series C Preferred Stock, (iv) pursuant to the Share Rights Agreements; and (v) 3,900,000 shares of Common Stock reserved for issuance to employees, consultants, officers or directors of the Company pursuant to stock options, of which, to our knowledge, 679,764 are currently outstanding, there are, to our knowledge, no options, stock purchase rights, warrants, conversion privileges, commitments or agreements of any character, written or oral, to which the Company is a party or by which it is bound, obligating the Company to grant, extend, accelerate the vesting of, change the price of, otherwise amend or enter into any such option, warrant, call, right, commitment or agreement obligating the Company to issue, deliver, sell, repurchase or redeem, or cause to be issued, delivered, sold, purchased or redeemed any shares of the Company's capital stock.
Sample 1

Related to Rights to Acquire Stock

  • Rights to Future Stock Issuances Subject to the terms and conditions of this Section 10 and applicable securities laws, if at any time prior to the second anniversary of the Closing, the Company proposes to offer or sell any New Securities, the Company shall first offer the Investor the opportunity to purchase up to ten percent (10%) of such New Securities. The Investor shall be entitled to apportion the right of first offer hereby granted to it in such proportions as it deems appropriate among itself and its Affiliates.

  • Distributions Other Than Cash, Shares or Rights to Purchase Shares (a) Whenever the Company intends to distribute to the holders of Deposited Securities property other than cash, Shares or rights to purchase additional Shares, the Company shall give timely notice thereof to the Depositary and shall indicate whether or not it wishes such distribution to be made to Holders of ADSs. Upon receipt of a notice indicating that the Company wishes such distribution be made to Holders of ADSs, the Depositary shall consult with the Company, and the Company shall assist the Depositary, to determine whether such distribution to Holders is lawful and reasonably practicable. The Depositary shall not make such distribution unless (i) the Company shall have requested the Depositary to make such distribution to Holders, (ii) the Depositary shall have received satisfactory documentation within the terms of Section 5.7, and (iii) the Depositary shall have determined that such distribution is reasonably practicable.

  • No Rights to Purchase Preferred Stock The issuance and sale of the Shares as contemplated hereby will not cause any holder of any shares of capital stock, securities convertible into or exchangeable or exercisable for capital stock or options, warrants or other rights to purchase capital stock or any other securities of the Company to have any right to acquire any shares of preferred stock of the Company.

  • Company Stock The Certificates and stock powers, duly endorsed, transferring the Company Stock to Subsidiary and the officer and director resignations required in Section 4.6;

  • Capital Stock Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, or the holders of any of the following securities, the following shall occur:

  • Adjustments for Dividends in Stock or Other Securities or Property If while the Warrants, or any portion thereof, remain outstanding and unexpired, the Holders shall have received, or, on or after the record date fixed for the determination of eligible stockholders, shall have become entitled to receive, without payment therefore, other or additional stock or other securities or property (other than cash) of the Company by way of dividend, then and in each case, the Warrants shall represent the right to acquire, in addition to the number of shares of such class of security receivable upon exercise of the Warrants, and without payment of any additional consideration therefore, the amount of such other or additional stock or other securities or property (other than cash) of the Company that such holder would hold on the date of such exercise had it been the holder of record of the class of security receivable upon exercise of the Warrants on the date hereof and had thereafter, during the period from the date hereof to and including the date of such exercise, retained such shares and/or all other additional stock available by it as aforesaid during said period, giving effect to all adjustments called for during such period by the provisions of this Section 7.

  • Right to Acquire Limited Partner Interests (a) Notwithstanding any other provision of this Agreement, if at any time the General Partner and its Affiliates hold more than 80% of the total Limited Partner Interests of any class then Outstanding, the General Partner shall then have the right, which right it may assign and transfer in whole or in part to the Partnership or any Affiliate of the General Partner, exercisable in its sole discretion, to purchase all, but not less than all, of such Limited Partner Interests of such class then Outstanding held by Persons other than the General Partner and its Affiliates, at the greater of (x) the Current Market Price as of the date three days prior to the date that the notice described in Section 15.1(b) is mailed and (y) the highest price paid by the General Partner or any of its Affiliates for any such Limited Partner Interest of such class purchased during the 90-day period preceding the date that the notice described in Section 15.1(b) is mailed.

  • Stock Dividends and Stock Splits If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.

  • Common Stock 1 Company........................................................................1

  • Issuance of Shares of Common Stock As soon as practicable after the exercise of any Warrant and the clearance of the funds in payment of the Warrant Price (if any), the Company shall issue to the registered holder of such Warrant a certificate or certificates, or book entry position, for the number of shares of Common Stock to which he, she or it is entitled, registered in such name or names as may be directed by him, her or it, and if such Warrant shall not have been exercised in full, a new countersigned Warrant, or book entry position, for the number of shares as to which such Warrant shall not have been exercised. Notwithstanding the foregoing, in no event will the Company be required to net cash settle the Warrant exercise. No Warrant shall be exercisable for cash and the Company shall not be obligated to issue shares of Common Stock upon exercise of a Warrant unless the Common Stock issuable upon such Warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the Warrants. In the event that the condition in the immediately preceding sentence is not satisfied with respect to a Warrant, the holder of such Warrant shall not be entitled to exercise such Warrant for cash and such Warrant may have no value and expire worthless, in which case the purchaser of a Unit containing such Public Warrants shall have paid the full purchase price for the Unit solely for the shares of Common Stock underlying such Unit. Warrants may not be exercised by, or securities issued to, any registered holder in any state in which such exercise would be unlawful.

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