Shares Reserved for Issuance. To maintain, free from preemptive rights, sufficient authorized but unissued or treasury shares of Common Stock so that the Option may be fully exercised without additional authorization of Common Stock after giving effect to all other options, warrants, convertible securities and other rights of third parties to purchase shares of Common Stock;
Shares Reserved for Issuance. The Company has taken all necessary corporate action to authorize and reserve and permit it to issue, and at all times from the date hereof through the termination of this Agreement in accordance with its terms, will have reserved for issuance upon exercise of this Option, that number of Optioned Shares equal to the maximum number of shares of Company Common Stock at any time and from time to time purchasable upon exercise of the Option, and the Optioned Shares, when issued and delivered by the Company to Optionee upon exercise of the Option, will be duly authorized, validly issued, fully paid and nonassessable, free and clear of all liens or encumbrances, free of preemptive rights, and the Optioned Shares shall be listed on the Nasdaq National Market.
Shares Reserved for Issuance. It will maintain, free from preemptive rights, sufficient authorized but unissued or treasury Shares to issue the appropriate number of Shares pursuant to the terms of this Agreement so that the Option may be fully exercised without additional authorization of Shares after giving effect to all other options, warrants, convertible securities and other rights of third parties to purchase Shares from Issuer.
Shares Reserved for Issuance. The Company shall at all times reserve and keep available out of its authorized but unissued shares of Class A Common Stock, solely for the purpose of issuance upon exchange of the Membership Units and Class B Common Stock, such number of shares of Class A Common Stock that shall be issuable upon the exchange of all such outstanding Membership Units and Class B Common Stock; provided, that nothing contained herein shall be construed to preclude EDG or the Company from satisfying its obligations in respect of the exchange of the Membership Units and Class B Common Stock by delivery of shares of Class A Common Stock which are held in the treasury of the Company. The Company covenants that all shares of Class A Common Stock that shall be issued upon exchange of the Membership Units and Class B Common Stock will, upon issue, be duly and validly authorized and issued, fully paid and non-assessable and free and clear of any liens, security interests and other encumbrances other than restrictions on transfer and any liens, security interests or other encumbrances imposed by Partnership or restrictions on transfer generally applicable under applicable federal or state securities laws. Partnership hereby acknowledges and agrees that neither EDG nor the Company shall have any obligation hereunder to deliver shares of Class A Common Stock that have been registered under the Securities Act; provided that the foregoing shall not derogate from the Company’s obligations under the Investors and Registration Rights Agreement. The Company shall have the right to cause certificates evidencing the Class A Common Stock to be imprinted with legends as to restrictions on transfer that it reasonably deems necessary to ensure compliance with applicable federal or state securities laws, and may require Partnership to agree in writing that such shares of Class A Common Stock will not be transferred except in compliance with such restrictions.
Shares Reserved for Issuance. The Company shall reserve, free from preemptive rights, out of its authorized but unissued shares, sufficient shares to provide for the conversion of the Notes from time to time as such Notes are presented for conversion; provided that nothing contained herein shall be construed to preclude the Company from satisfying its obligations in respect of the conversion of Notes by delivery of repurchased shares of Common Stock which are held in the treasury of the Company.
Shares Reserved for Issuance. Cybex shall at all times have reserved and available for issuance a sufficient number of shares of Preferred Stock to be issued hereunder and a sufficient number of shares of Common Stock into which the Preferred Stock may be converted.
Shares Reserved for Issuance. Maker shall at all times reserve and keep available out of its authorized but unissued shares of Borrower Common Stock solely for the purpose of effecting the conversion of this Note such number of shares of Borrower Common Stock as shall from time to time be sufficient to effect the conversion of this Note; and if at any time the number of authorized but unissued shares of Borrower Common Stock shall not be sufficient to effect the conversion of the entire outstanding principal amount of this Note, in addition to such other remedies as shall be available to the Holder of this Note, Maker will use its best efforts to take such corporate actions as may be necessary to increase its authorized but unissued shares of Borrower Common Stock to such number of shares as shall be sufficient for such purposes.
Shares Reserved for Issuance. To maintain, free from preemptive rights, sufficient authorized but unissued or treasury shares of Issuer Common Stock so that the Option may be fully exercised without additional authorization of Issuer Common Stock after giving effect to all other options, warrants, convertible securities and other rights of third parties to purchase shares of Issuer Common Stock from Issuer, and to issue the appropriate number of shares of Issuer Common Stock pursuant to the terms of this Agreement.
Shares Reserved for Issuance. The Corporation shall at all times reserve and keep available and free of preemptive rights out of its authorized but unissued Common Stock, solely for the purpose of effecting the conversion of the Series A Preferred Stork, such number of shares of Common Stock (or such other shares or securities as may be required) as shall from time to time be sufficient to effect the conversion of all outstanding Series A Preferred Stock and if at any time the number of authorized but unissued shares of Common Stock (or any such other shares or other securities) shall not be sufficient to effect the conversion of all then outstanding Series A Preferred Stock, the Corporation shall take such action as may be necessary to increase the authorized but unissued shares of Common Stock (or other shares or other securities) to such number of shares as shall be sufficient for such purposes.
Shares Reserved for Issuance. The Plan authorizes the grant of options to purchase up to 9,350,000 shares of the Company’s common stock. As of October 31, 2008, options to purchase approximately 8,754,360 shares of the Company’s common stock were issued and outstanding under the Plan.
