Examples of Series C Preferred Stock Designation in a sentence
Shares of Series C Preferred Stock duly converted in accordance with this Series C Preferred Stock Designation will resume the status of authorized but unissued Preferred Stock, undesignated as to series and available for future issuance.
The Series C Preferred Stock shall be perpetual unless converted or redeemed in accordance with this Series C Preferred Stock Designation.
ALHI shall amend and restate its Series C Preferred Stock Designation to eliminate the mandatory redemption requirement.
This Agreement and the Series C Preferred Stock Designation constitute the complete and entire agreement, and supersede all other prior and contemporaneous agreements and understandings, both oral and written, among the Stockholders and the Corporation with respect to the subject matter hereof.
Except as disclosed in Schedule 2.02(f), and except as may arise under the Series C Preferred Stock Designation, there are no securities or instruments containing preemptive rights, anti-dilution provisions, or similar provisions, in each case, that will be triggered by the execution and delivery of this Agreement or the issuance of the Exchange Shares or the Conversion Shares as provided in this Agreement and in the Series C Preferred Stock Designation.
The Corporation hereby represents and warrants that, upon the delivery of the Exchange Shares to the Stockholders, the Exchange Shares shall be duly authorized, validly issued, fully paid and non-assessable shares of the Corporation having the rights and preferences applicable to the Series C Preferred Stock as are set forth in the Certificate and the Series C Preferred Stock Designation.
Without limiting the foregoing, and except as set forth on Schedule 2.02(e) hereto, the Corporation is not a party or subject to any contract, agreement, instrument or arrangement that would reasonably be expected to adversely affect the ability of the Corporation to perform its obligations under the Series C Preferred Stock Designation, including its obligations to pay dividends, redeem shares of Series C Preferred Stock, or issue any Conversion Shares thereunder.
The Conversion Shares issuable upon conversion of the Exchange Shares are duly authorized and, when issued in accordance with the Series C Preferred Stock Designation will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Corporation, and will not be issued in violation of, or subject to, any preemptive or similar rights of any Person.
The Series C Preferred Stock will have the terms and conditions set forth in the Series C Preferred Stock Designation, the form of which is attached hereto as Exhibit F.
The Series C Preferred Stock Designation has been filed with the Secretary of State of the State of Delaware and is, and upon the issuance of the Series C Preferred Shares as contemplated hereby will be, in full force and effect, enforceable against the Corporation in accordance with its terms and has not, and as of the date of such issuance shall not have been, amended.