COES definition
Examples of COES in a sentence
The COES Preferred Shares shall pay a 7% cumulative dividend, payable in cash or CXI Common Stock at the Conversion Price, at the discretion of the Parent Company, at the time of each conversion.
Conversion of the COES Preferred Shares to CXI Common Stock may be exercised in whole or in part by Purchaser telecopying an executed and completed Notice of Conversion (in the form annexed hereto as Exhibit D) to counsel for the Parent Company, with a copy to the Parent Company and Subsidiary Company, and delivering the original Notice of Conversion and the certificate representing the COES Preferred Shares to counsel by hand or by express courier within three (3) business days of exercise.
If the Parent Company elects to redeem some, but not all, of the COES Preferred Shares, the Parent Company shall redeem the COES Preferred Shares pro rata among the Holders of all the COES Preferred Shares then outstanding.
Upon the giving of any such Redemption Notice, and until the earlier of either payment of the applicable redemption price or fifteen (15) business days after the Redemption Date (or later as provided in Section 6(d) below), the conversion rights in respect of the COES Preferred Shares and any other outstanding shares of COES Convertible Preferred Stock called for redemptions shall be suspended.
Purchaser hereby represents and warrants that the Purchaser has carefully examined the COES SEC Reports and CXI SEC Reports and the COES and CXI Financial Statements contained therein.
Except as disclosed in the COES SEC Reports, the Parent Company has sufficient trademarks, trade names, patent rights, copyrights and licenses to conduct its business as contemplated therein.
Subject to the Parent Company's payment of the applicable redemption price, the accrual of dividends in connection with the shares of COES Convertible Preferred Stock called for redemption will suspend on the Redemption Date.
All corporate action on the part of the Parent Company, its directors and stockholders necessary for the authorization, execution, delivery and performance of this Agreement by the Parent Company, the authorization, sale, issuance and delivery of the COES Preferred Shares and the performance of the Parent Company's obligations hereunder has been taken.
The Parent Company does not presently own or control, directly or indirectly, any interest in any other corporation, partnership, association or other business entity, except as stated in the COES SEC Reports.
Purchaser further acknowledges and understands that the COES Preferred Shares and the COES Warrants may not be resold or otherwise transferred except in a transaction registered under the Securities Act and any applicable state securities laws or unless an exemption from such registration is available.