Common use of Issuance of Securities Clause in Contracts

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;

Appears in 20 contracts

Samples: Share Exchange Agreement (WebXU, Inc.), Share Exchange Agreement (WebXU, Inc.), Share Exchange Agreement (WebXU, Inc.)

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Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of its Common Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Ellie Mae Inc), Stock Purchase Agreement (PDF Solutions Inc), Agreement and Plan of Reorganization (PDF Solutions Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securitiessecurities other than the issuance of shares of its Common Stock pursuant to the exercise of stock options, warrants or other rights therefore outstanding as of the date of this Agreement;

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Convio, Inc.), Agreement and Plan of Merger (Convio, Inc.), Agreement and Plan of Merger (Forgent Networks Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of Company Common Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Stratasys Inc), Agreement and Plan of Merger (Musicland Stores Corp), Agreement and Plan of Merger (Best Buy Co Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible intointo or exercisable or exchangeable for, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible convertible, exercisable or exchangeable securities, including the grant of options pursuant to a stock option plan;

Appears in 4 contracts

Samples: Agreement and Plan of Merger (NXT-Id, Inc.), Stock Purchase Agreement (Intercloud Systems, Inc.), Stock Purchase Agreement (Genesis Group Holdings Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securitiessecurities other than the issuance of shares of its Common Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 4 contracts

Samples: Agreement and Plan of Reorganization (E Piphany Inc), Agreement and Plan of Reorganization (Cybercash Inc), Agreement and Plan of Reorganization (Cybercash Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of Target Common Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 3 contracts

Samples: Agreement and Plan of Merger (I2 Technologies Inc), Merger Agreement and Plan of Reorganization (Photo Control Corp), Agreement and Plan of Reorganization (Predictive Systems Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities or other instruments (including notes or other evidences of Indebtedness) convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible instruments or securities;

Appears in 3 contracts

Samples: Preferred Stock Purchase Agreement (Nuvasive Inc), Preferred Stock Purchase Agreement (Nuvasive Inc), Preferred Stock Purchase Agreement (Nuvasive Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;.

Appears in 3 contracts

Samples: Stock Purchase Agreement (American Medical Systems Holdings Inc), Stock Purchase Agreement (NGT Enterprises Inc), Voting Agreement (Verticalbuyer Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;securities other than the issuance of shares of Target Capital Stock pursuant to the exercise of stock options and other rights therefor outstanding as of the date of this Agreement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (INPHI Corp), Agreement and Plan of Merger (INPHI Corp), Agreement and Plan of Merger (Green Dot Corp)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Company Voting Debt or Company Membership Interests, securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments Contracts of any character obligating it to issue any such shares or Company Membership Interests other convertible securities;

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (ShoreTel Inc), Membership Interest Purchase Agreement (Novation Companies, Inc.)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its a Subsidiary's capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of its Subsidiaries' common stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 2 contracts

Samples: Registration Rights Agreement (Quadramed Corp), Acquisition Agreement and Plan of Merger (Resource Health Partners Lp)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of Company Common Stock pursuant to the exercise of Company Options issued and outstanding on the Execution Date as described in Section 2.2;

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cash Systems Inc), Agreement and Plan of Merger (Global Cash Access Holdings, Inc.)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its or any Subsidiary’s capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securitiessecurities other than the issuance of shares of Target Common Stock pursuant to the exercise of stock options, warrants or other rights therefore outstanding as of the date of this Agreement;

Appears in 2 contracts

Samples: Escrow Agreement (SCG Financial Acquisition Corp.), Agreement and Plan of Merger (SCG Financial Acquisition Corp.)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock member interests, any other voting or equity securities or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares securities or other convertible securities;

Appears in 2 contracts

Samples: Agreement and Plan of Merger (E Trade Group Inc), Agreement and Plan of Mergers (E Trade Group Inc)

Issuance of Securities. Issue, deliver or sell or authorize ---------------------- or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securitiessecurities other than the issuance of shares of its Common Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Agile Software Corp), Agreement and Plan of Reorganization (Agile Software Corp)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;securities other than the issuance of shares of Target Capital Stock pursuant to the exercise of Target Options outstanding as of the date of this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (INPHI Corp), Agreement and Plan of Merger (INPHI Corp)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Company Common Stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of Company Common Stock pursuant to the exercise of Company Options outstanding as of the date of this Agreement;

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Us Dry Cleaning Corp), Agreement and Plan of Merger (Us Dry Cleaning Corp)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Company or securities convertible intoDerivative Securities, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it Company to issue any such shares or other convertible securities;Securities.

Appears in 2 contracts

Samples: Share Subscription Agreement (Millennium India Acquisition CO Inc.), Share Subscription Agreement (Millennium India Acquisition CO Inc.)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of Company Common Stock or Company Preferred Stock pursuant to the exercise of stock options, conversion rights, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Pixelworks Inc), Agreement and Plan of Merger and Reorganization (Flir Systems Inc)

Issuance of Securities. Issue, deliver or deliver, sell or authorize authorize, or propose the issuance, delivery delivery, or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Digitalpreviews Com Inc), Agreement and Plan of Reorganization (Intraop Medical Corp)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, of any shares of its capital stock Target Capital Stock or securities exchangeable for or convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of Target Capital Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement and disclosed pursuant to Section 2.2 hereof;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Silicon Laboratories Inc)

Issuance of Securities. Issue, deliver or sell or authorize or ---------------------- propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of its Common Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Interference Agreement (Genesys Telecommunications Laboratories Inc)

Issuance of Securities. IssueExcept as contemplated hereby, issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock equity securities or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares equity securities or other convertible securities;

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Global Services Partners Acquisition Corp.)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any voting debt or any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments Contracts of any character obligating it to issue any such shares or other convertible securities;

Appears in 1 contract

Samples: Share Purchase Agreement (Hyperion Therapeutics Inc)

Issuance of Securities. Issueissue, deliver or sell or authorize or propose the issuance, delivery or sale of, any Company Shares or purchase or propose the purchase of, any shares of its other capital stock of the Company or securities convertible into, or subscriptionsany subscription, rightsright, warrants warrant or options option to acquire, or any other agreements agreement or commitments commitment of any character obligating it to issue any such shares Company Shares or other capital stock of the Company or other convertible securities;

Appears in 1 contract

Samples: Sale Agreement (Sirna Therapeutics Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it Seller to issue any such shares or other convertible securities, other than the issuance of shares of Seller Common Stock upon exercise of then-outstanding Seller Stock Options or conversion of any shares of Seller Preferred Stock;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Lexmark International Inc /Ky/)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other enter into any agreements or commitments of any character obligating it to issue issue, any such shares or other convertible securities;

Appears in 1 contract

Samples: Stock Purchase Agreement (Cylink Corp /Ca/)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, in each case, other than pursuant to the exercise or conversion of rights to acquire such securities outstanding as of the date of the Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Diodes Inc /Del/)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or other equity securities or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares securities or other equity securities or other convertible securitiessecurities other than the issuance of, delivery and/or sale of shares of Company Common Stock pursuant to the exercise of Company Options therefore outstanding as of the date hereof;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Quantum Corp /De/)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its the Company’s capital stock shares or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it the Company to issue any such shares shares, equity securities or other convertible securities;. (iv)

Appears in 1 contract

Samples: Share Purchase Agreement (Codex DNA, Inc.)

Issuance of Securities. Issue, deliver or sell or authorize or ---------------------- propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquireacquire shares of its capital stock, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of its Common Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Cacheflow Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Target Capital Stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securitiessecurities other than the issuance of shares of its Common Stock pursuant to the exercise of stock options, warrants or other rights therefore outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Silicon Laboratories Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of its common stock pursuant to the exercise of stock options or other rights therefor outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Mdsi Mobile Data Solutions Inc /Can/)

Issuance of Securities. Issue, deliver or sell or authorize or ---------------------- propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its Seller's capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of Seller's Common Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Asset Purchase Agreement (Cais Internet Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its the Company’s or any Company Subsidiary’s capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it the Company or any Company Subsidiary to issue any such shares shares, equity securities or other convertible securities;.

Appears in 1 contract

Samples: Share Purchase Agreement (Cohu Inc)

Issuance of Securities. Issue, deliver or sell sell, or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible intointo or exchangeable for, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible or exchangeable securities;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Zygo Corp)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock membership interests or securities other Securities or other instruments convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares membership interests, securities or other convertible securities;instruments or Securities, to any Persons.

Appears in 1 contract

Samples: Equity Purchase Agreement (Electronics for Imaging Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities or other instruments convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible instruments or securities;

Appears in 1 contract

Samples: Execution Copy Option and Asset Purchase Agreement (Ats Medical Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible intothe Acquired Companies’ equity securities, or subscriptions, grant or enter into any rights, warrants or options to acquirewarrants, or other options, agreements or commitments with respect to the issuance of any character obligating it to issue any such shares or other convertible the Acquired Companies’ equity securities;.

Appears in 1 contract

Samples: Equity Purchase Agreement (Addus HomeCare Corp)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Share Capital or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;

Appears in 1 contract

Samples: Stock Purchase Agreement (EPIRUS Biopharmaceuticals, Inc.)

Issuance of Securities. Issueissue, deliver or sell sell, or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Company Capital Stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of Company Common Stock pursuant to the conversion of outstanding shares of Company Preferred Stock and the exercise of Company Equity Awards outstanding as of the date hereof;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sirf Technology Holdings Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than shares to be issued to Xxxxx X. Failing, Jr. and Norton Xxxxxxxxx in satisfaction of debts of LPC to such individuals;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ivillage Inc)

Issuance of Securities. Issue, deliver or sell or authorize ---------------------- or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securitiessecurities other than the issuance of shares of its Common Stock pursuant to the exercise of stock options, warrants or other rights therefore outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Salon Com)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock AGN Shares or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Juma Technology Corp.)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Company Capital Stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares securities or other convertible securities, other than the issuance of Company Capital Stock pursuant to the exercise of Company Warrants or Company Options vested at the time and outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Amicus Therapeutics Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, of any shares of its capital stock Company Capital Stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments Contracts of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of Company Capital Stock pursuant to the exercise of Company Stock Options and Company Warrants and the conversion of Convertible Loans;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Alvarion LTD)

Issuance of Securities. Issue, deliver or deliver, sell or authorize authorize, or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securitiessecurities other than the issuance of shares of its Common Stock pursuant to the exercise of stock options, warrants or other rights therefore outstanding as of, and in accordance with their terms as of, the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Zhone Technologies Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Shares or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares Shares or other convertible securities;

Appears in 1 contract

Samples: Share Purchase Agreement (Silicon Laboratories Inc)

Issuance of Securities. Issue, deliver deliver, or sell or authorize or propose the issuance, delivery delivery, or sale of, or purchase or propose the purchase of, any shares of its their capital stock or securities convertible into, or subscriptions, rights, warrants warrants, or options to acquire, or other agreements or commitments of any character obligating it them to issue any such shares or other convertible securitiessecurities other than the issuance of shares of their common stock pursuant to the exercise of stock options, warrants, or other rights therefore outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Strategic Business Combination Agreement (Steag Electronic Systems GMBH)

Issuance of Securities. Issue, deliver or sell or authorize ---------------------- or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Zond Panaero Windsystem Partners I)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Company Voting Debt or any Company Ordinary Shares or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments Contracts of any character obligating it to issue any such shares or other convertible securities, other than the issuance of Company Ordinary Shares pursuant to the exercise of Company Options that are outstanding as of the Agreement Date or pursuant to the conversion of the CBI Total Loan Amounts;

Appears in 1 contract

Samples: Share Purchase Agreement (Hyperion Therapeutics Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Target Common Stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securitiessecurities other than the issuance of shares of Target Common Stock pursuant to the exercise of Options or other rights therefore outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Intellisync Corp)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its the Company’s capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it the Company to issue any such shares or other convertible securities;

Appears in 1 contract

Samples: Option and Purchase Agreement (Netfabric Holdings, Inc)

Issuance of Securities. Issue, deliver deliver, sell, pledge or sell encumber, or authorize authorize, propose or propose agree to the issuance, delivery delivery, sale, pledge or sale of, or purchase or propose the purchase encumbrance of, any shares of its capital stock or securities convertible into, any other security (or subscriptions, rights, warrants or options any right to acquire, acquire such capital stock or other agreements or commitments security) other than the issuance of any character obligating it to issue any Shares upon the exercise of Company Stock Options outstanding on the date of this Agreement and in accordance with the terms of such shares or other convertible securities;Company Stock Options.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tefron LTD)

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Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Company Capital Stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares of Company Capital Stock or other convertible securities, other than the issuance of shares of Company Common Stock pursuant to the exercise of Company Options or other rights therefor outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Intermec, Inc.)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants warrants, or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;, other than the issuance of shares of Company Common Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date hereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cost U Less Inc)

Issuance of Securities. Issue, deliver or sell or authorize or ---------------------- propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of its Common Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Kana Communications Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its Company Capital Stock or the capital stock of any Subsidiary of the Company or securities convertible into, or subscriptions, rights, warrants or options to acquireacquire other than the issuance of shares of Company Capital Stock pursuant to the exercise of Company Options or Company Warrants that are outstanding as of the Agreement Date in accordance with their respective terms, or other agreements or commitments of any character obligating in which case it shall provide immediate written notice thereof to issue any such shares or other convertible securitiesthe Acquirer;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gatsby Digital, Inc.)

Issuance of Securities. Issue, deliver deliver, grant or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its Company Capital Stock or the capital stock of any Company Subsidiary or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares securities or other convertible securities, other than the issuance of Company Capital Stock pursuant to the exercise of Company Options or the conversion of Company Preferred Stock outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Intercontinental Exchange, Inc.)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or enter into subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue issue, any such shares or other convertible securities;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sinobiopharma, Inc.)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, except upon exercise or conversion of existing options, warrants, convertible notes and preferred stock;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Maxtor Corp)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its any Company’s capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;.

Appears in 1 contract

Samples: Stock Purchase Agreement (Intellisync Corp)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of its Ordinary Shares pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Stock Purchase Agreement (Cisco Systems Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Membership Units or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments Contracts of any character obligating it to issue any such shares Membership Units or other convertible securities;.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Wright Medical Group Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its Target's capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;

Appears in 1 contract

Samples: Stock Purchase Agreement (Spyglass Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Units or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares Units or other convertible securities;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Q2 Holdings, Inc.)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it the Company to issue any such shares or other convertible securities;

Appears in 1 contract

Samples: Agreement and Plan of Merger (SDL Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securitiessecurities other than the issuance of shares of Target Common Stock pursuant to the exercise of stock options, warrants or other rights therefore outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Entorian Technologies Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Trading Solutions Com Inc)

Issuance of Securities. IssueIssued, deliver delivered or sell sold or authorize authorized or propose proposed the issuance, delivery or sale of, or purchase purchased or propose proposed the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;

Appears in 1 contract

Samples: Stock Purchase Agreement (Landec Corp \Ca\)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, convertible loans, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;

Appears in 1 contract

Samples: Business Acquisition Agreement (China Medical Technologies, Inc.)

Issuance of Securities. Issue, deliver transfer or sell sell, or authorize or propose or agree to the issuance, delivery transfer or sale of, or purchase or propose the purchase of, any shares of its capital stock of any class, any other equity interests or any securities convertible into, or any rights, warrants, calls, subscriptions, rightsoptions or other rights or agreements, warrants commitments or options understandings to acquire, or other agreements or commitments of any character obligating it to issue any such shares shares, equity interests or other convertible securities;.

Appears in 1 contract

Samples: Stock Purchase Agreement (Heist C H Corp)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any Company Voting Debt or any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments Contracts of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of Company Common Stock (and associated Rights) pursuant to the exercise of stock options, warrants or other rights outstanding on the date hereof;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Netsolve Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of Acquiror Common Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Merger Agreement and Plan of Reorganization (Photo Control Corp)

Issuance of Securities. Issueissue, deliver or sell sell, or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Company Common Stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of Company Common Stock pursuant to exercise of outstanding Company Equity Awards as of the date hereof;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sigma Designs Inc)

Issuance of Securities. Issue, deliver or sell or deliver, sell, authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Hycor Biomedical Inc /De/)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securitiessecurities (provided, however, that Target shall prior to the Closing issue to its employees the number of shares of Common Stock set forth opposite their names on the Target Disclosure Letter previously delivered to Acquiror);

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Micromuse Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of its Common Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Softnet Systems Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;; (c)

Appears in 1 contract

Samples: Stock Purchase Agreement (Business Resource Group)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securitiessecurities other than the issuance of shares pursuant to the exercise of Target Options outstanding as of the Agreement Date, or effect or take any action to effect any share split, share combination, recapitalization or the like;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nuvasive Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of Target Common Stock pursuant to the conversion of currently outstanding convertible securities or the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ashford Com Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;, other than the issuance of shares of its Common Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Active Voice Corp)

Issuance of Securities. Issue, deliver or sell (including under phantom stock plans) or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock equity securities or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Con-Way Inc.)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securitiessecurities other than the issuance of shares of Common Stock by Targets or Acquirer pursuant to the exercise of stock options, warrants or other rights outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Goamerica Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or of sale of, or purchase or propose the purchase of, any shares of its capital stock membership interests or securities certificates convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;

Appears in 1 contract

Samples: Asset Purchase Agreement (Ibf Vi Guaranteed Income Fund)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its voting debt or capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments Contracts of any character obligating it to issue any such shares or other convertible securities;

Appears in 1 contract

Samples: Share Purchase Agreement (Synnex Corp)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of shares of Company Common Stock or Company Preferred Stock pursuant to the exercise of stock options, warrants or other rights therefor outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Quantum Corp /De/)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Capital Stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securitiessecurities other than the issuance of shares of its Common Stock pursuant to the exercise of stock options, warrants or other rights therefore outstanding as of the date of this Agreement;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Silicon Laboratories Inc)

Issuance of Securities. Issueissue, deliver or sell sell, or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock Company Capital Stock or securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities, other than the issuance of Company Ordinary Shares pursuant to the conversion of outstanding Company Preference Shares or the exercise of vested Company Equity Awards outstanding as of the date hereof;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Atheros Communications Inc)

Issuance of Securities. Issue, deliver or sell or authorize or propose the issuance, delivery or sale of, or purchase or propose the purchase of, any shares of its capital stock or common Stock of any of the Companies, securities convertible into, or subscriptions, rights, warrants or options to acquire, or other agreements or commitments of any character obligating it to issue any such shares or other convertible securities;

Appears in 1 contract

Samples: Master Purchase Agreement (Us Dry Cleaning Corp)

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