The Common Stock Sample Clauses

The Common Stock. Subject to the terms and conditions of this Agreement, the Investor agrees to purchase from the Company 2,500,000 shares of Company Common Stock at a purchase price of $0.01 per share for an aggregate purchase price of $25,000.00.
The Common Stock. The Company has all necessary power and authority to issue and deliver the Common Stock; the Common Stock has been duly authorized, and, when duly issued and delivered to Purchasers, the Common Stock will be duly and validly issued, fully paid and nonassessable and will be issued in compliance with federal and state securities laws. None of the Common Stock will be issued in violation of any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities of the Company.
The Common Stock. Save and except as may be determined by the Board at a duly constituted meeting of the Board as set forth hereinbelow, the Board is presently authorized to appropriate, grant Options, issue and sell for the purposes of the Plan, a total number of shares of the Company's Common Stock not to exceed 3,000,000, or the number and kind of shares of Common Stock or other securities which in accordance with Section 10 shall be substituted for the shares or into which such shares shall be adjusted. Save and except as may otherwise be determined by the disinterested approval of the shareholders of the Company at any duly called meeting of the shareholders of the Company, at any duly constituted Board meeting the Board may determine that the total number of shares of the Company's Common Stock which may be reserved for issuance for Options granted and to be granted under this Plan, from time to time, may be to the maximum extent of up to 100% of the Company's issued and outstanding Common Stock as at the date of any such meeting of the Board. In this regard, and subject to the prior disinterested approval of the shareholders of the Company at any duly called meeting of the shareholders of the Company, the total number of shares of the Company's Common Stock which may be reserved for issuance for Options granted and to be granted under this Plan, from time to time, may be increased to greater than 100% of the Company's issued and outstanding Common Stock as at the date of notice of any such meeting of the shareholders of the Company whereat such disinterested shareholders' approval is sought and obtained by the Company. All or any unissued shares subject to an Option that for any reason expires or otherwise terminates may again be made subject to Options under the Plan.
The Common Stock. (a) Each holder of Voting Common Stock, as such, shall be entitled to one vote for each share of Voting Common Stock held of record by such holder on all matters on which shareholders generally are entitled to vote. The holders of Non-Voting Common Stock, as such, shall have no voting power and shall not be entitled to vote on any matter except as otherwise required by law or as otherwise expressly provided for herein.
The Common Stock. The Stockholders have good and marketable title to, and sole voting rights with respect to, their respective Common Stock.
The Common Stock. The shares of Common Stock outstanding prior to the issuance of the Shares to be sold by the Company in this offering have been, or after giving effect to the Reorganization will be, duly authorized and validly issued, fully paid and nonassessable, and such shares of Common Stock are not subject to any pre-emptive or similar rights, which have not been effectively waived or satisfied.
The Common Stock. The term “Common Stock” shall mean shares of Common Stock of the Company, par value US$0.001 per share.
The Common Stock. On the First Closing Date, the Purchaser agrees to purchase from the Company for a purchase price of $3,500,000, and the Company agrees to issue to the Purchaser, 350,000 shares of Common Stock which, as of the First Closing Date, represents 19.425% of the Common Stock on a fully diluted basis, all in accordance with terms and conditions of this Agreement. As used in this Agreement, the term “on a fully diluted basis” means the number of shares of Common Stock of the Company as of any date, assuming full exercise or conversion of all warrants, options, units, convertible notes or debentures, units purchase rights and all agreements, instruments, documents or securities, convertible, exercisable or exchangeable, in whole or in part, into Common Stock, or other similar rights outstanding on such date. On the Second Closing Date, the Purchaser agrees to purchase from the Company for a purchase price of $1,218,000 and the Company agrees to issue to the Purchaser, 121,800 shares of Common Stock which, as of the Second Closing Date, together with original Common Stock issued to the Purchaser on the First Closing Date, represent 19.51% of the Common Stock on a fully diluted basis, all in accordance with the terms and conditions of this Agreement.
The Common Stock. All of the outstanding shares of Common Stock of the Issuer have been duly and validly issued and are fully paid, non-assessable and, except as set forth on Schedule 2 attached hereto and incorporated herein by reference, are not subject to any preemptive or similar rights. The Common Stock to be sold pursuant to this Agreement has been duly authorized, reserved for issuance and, when issued and delivered to the Purchaser against payment therefor as provided by this Agreement will be validly issued, fully paid and non-assessable, free and clear of all liens or encumbrances, and the issuance of such Common Stock will not be subject to any preemptive or similar rights.