The Preferred Shares. The Preferred Shares represented by the Securities, when issued by the Company, may be freely deposited by the Company with the Depositary against issuance of such Securities; the Preferred Shares represented by the Securities have been duly authorized by the Company for issuance and deposit, and, when issued and deposited against issuance of such Securities, and upon the filing and effectiveness of the Certificate of Designations, will be validly issued, fully paid and non-assessable; and the issuance of the Preferred Shares is not subject to preemptive rights.
The Preferred Shares. The Preferred Shares upon issuance:
The Preferred Shares. 1.1 Issuance, Sale and Delivery of the Preferred Shares. The Company agrees to issue and sell to each Purchaser, and each Purchaser hereby agrees to purchase from the Company, the number of Preferred Shares set forth opposite the name of such Purchaser under the heading "Number of Preferred Shares to be Purchased" on Schedule I, at the aggregate purchase price set forth opposite the name of such Purchaser under the heading "Aggregate Purchase Price for Preferred Shares" on Schedule I.
The Preferred Shares. The Company has authorized the issuance, sale and exchange of 210,000 shares (the "Series B Shares") of its authorized but unissued shares of Series B Convertible Preferred Stock, $.01 par value (the "Series B Preferred Stock"), at a purchase price of $4.7619 per share and $1,000,000 in the aggregate for all of the Series B Shares being acquired by Purchaser hereunder (the "Purchase Price"). The Series B Preferred Stock is sometimes hereinafter collectively referred to as the "Preferred Stock"; and the Series B Shares are sometimes hereinafter collectively referred to as the "Preferred Shares." The designation, rights, preferences and other terms and provisions of the Preferred Stock are set forth in Exhibit 2.02(a) hereto.
The Preferred Shares. Section 2.1.
The Preferred Shares. The Company has authorized the issuance of 3,000,000 shares (the "Preferred Shares") in the aggregate of its authorized but unissued shares of Preferred Stock, $.01 par value (the "Preferred Stock") designated Series A Preferred Stock (the "Series A Preferred Stock"), in exchange for a contribution of cash in the amount of $10.00 per share to the entities designated as Investors in the respective amounts set forth in Schedule 1.05 hereto. The designation, rights, preferences and other terms and provisions of the Series A Preferred Stock are set forth in the Articles of Amendment attached as Exhibit C hereto.
The Preferred Shares. 1 1.02 The Converted Shares......................................................................... 1 1.03
The Preferred Shares. The Company has authorized the issuance, sale and exchange of up to 6,000,000 shares (the "Preferred Shares") of its authorized but unissued shares of Series A Preferred Stock, $.01 par value (the "Preferred Stock"), at a purchase price of $1.00 per share to the persons (collectively, the "Purchasers" and, individually, a "Purchaser") and in the respective amounts set forth in Exhibit 1.01A and Exhibit 1.0lB hereto. The designation, rights, preferences and other terms and provisions of the Preferred Stock are set forth in Exhibit A hereto.
The Preferred Shares. SECTION 1.01. Issuance, Sale and Delivery of the Preferred Shares at the Initial Closing
The Preferred Shares. The Preferred Shares have been duly authorized and, when issued and delivered in accordance with this Agreement and the Deposit Agreement, will have been validly issued, fully paid and non-assessable. The issuance of the Preferred Shares will not be subject to any preemptive rights, rights of first refusal or other similar rights.
