Common use of Reservation of Shares Issuable Upon Conversion Clause in Contracts

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will reserve and keep available out of its authorized and unissued shares of Common Stock for the purpose of issuances upon conversion of this Note (and other purposes further detailed in the Purchase Agreement), free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes), not less than the amount of shares designated in Section 4.9 of the Purchase Agreement. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.

Appears in 15 contracts

Samples: OncBioMune Pharmaceuticals, Inc, Esports Entertainment Group, Inc., Esports Entertainment Group, Inc.

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Reservation of Shares Issuable Upon Conversion. The Company Issuer covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion Conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holders, not less than the amount such aggregate number of shares designated in Section 4.9 of the Purchase AgreementCommon Stock as shall be issuable upon the Conversion of all of the Obligations. The Company Issuer covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.

Appears in 8 contracts

Samples: Hightimes Holding Corp., Hightimes Holding Corp., Hightimes Holding Corp.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock a number of shares of Common Stock at least equal to 100% of the Required Minimum (to be adjusted monthly) for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)payment of interest on this Note, each as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the NotesNote), not less than the amount of shares designated in Section 4.9 of the Purchase Agreement. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.

Appears in 7 contracts

Samples: AmeriCrew Inc., Madison Technologies Inc., Charge Enterprises, Inc.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock a number of shares of Common Stock at least equal to the Required Minimum (as defined in the Purchase Agreement) for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)payment of interest on this Note, each as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes), not less than the amount of shares designated in Section 4.9 of the Purchase AgreementHolder. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.

Appears in 5 contracts

Samples: Dyadic International Inc, Fathom Holdings Inc., Dolphin Entertainment, Inc.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Payee, not less than such aggregate number of shares of the Common Stock as shall be issuable (taking into account the adjustments of Section 6) upon the conversion of the outstanding principal amount of shares designated in Section 4.9 the Note and payment of the Purchase Agreementinterest hereunder. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.

Appears in 4 contracts

Samples: Whereas (Saint James CO), Saint James CO, Pinnacle Resources Inc

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion of the Notes and interest on this Note (and other purposes further detailed in the Purchase Agreement)Notes, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holder, not less than such aggregate number of shares of the Common Stock as shall be issuable upon the conversion of the then outstanding principal amount of shares designated in Section 4.9 this Note and payment of the Purchase Agreementinterest hereunder. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessablenon-assessable.

Appears in 3 contracts

Samples: SolarMax Technology, Inc., SolarMax Technology, Inc., SolarMax Technology, Inc.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes), not less than such aggregate number of shares of the Common Stock as shall be issuable (taking into account the adjustments and restrictions of Section 3B) upon the conversion of the then outstanding principal amount of shares designated in Section 4.9 of the Purchase Agreementthis Note. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.

Appears in 3 contracts

Samples: Promissory Note (Bridgeline Digital, Inc.), Bridgeline Digital, Inc., Bridgeline Digital, Inc.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances upon conversion of issuance under this Note (and other purposes further detailed in the Purchase Agreement)Section 2, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holder, not less than the amount such aggregate number of shares designated in Section 4.9 of the Purchase AgreementCommon Stock as shall be issuable from time to time under this Section 2 (taking into account the adjustments of Section 3). The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.

Appears in 3 contracts

Samples: Exchange Agreement (Chanticleer Holdings, Inc.), Exchange Agreement (Chanticleer Holdings, Inc.), Chanticleer Holdings, Inc.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock solely for the purpose of issuances issuance upon any conversion of this Note (the Loan and other purposes further detailed in the Purchase Agreement)payment of interest, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the Notes)Holder, not less than the amount of shares designated in Section 4.9 100% of the Purchase Agreementshares of Common Stock as shall be issuable upon the conversion of the Loan and payment of interest at the hereunder. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly and validly authorized, validly issued, and fully paid and nonassessablepaid, nonassessible.

Appears in 3 contracts

Samples: Wild Craze, Inc., Wild Craze, Inc., Hardwired Interactive, Inc.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holder, not less than such aggregate number of shares of the Common Stock as shall be issuable upon the conversion of the then outstanding principal amount of shares designated in Section 4.9 of the Purchase Agreementthis Note. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.

Appears in 2 contracts

Samples: Spy Inc., Spy Inc.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock a number of shares of Common Stock at least equal to the number of shares issuable upon conversion in full of this Note for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)payment of interest on this Note, each as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes), not less than the amount of shares designated in Section 4.9 of the Purchase AgreementHolder. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.

Appears in 2 contracts

Samples: Spectrum Global Solutions, Inc., Mantra Venture Group Ltd.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock solely for the purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the Notes)Holder, not less than the amount such number of shares designated in Section 4.9 of the Purchase AgreementCommon Stock as shall be issuable upon the conversion of this Note. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly and validly authorized, validly issuedissued and fully paid, fully paid and nonassessablenon-assessable.

Appears in 2 contracts

Samples: Assignment and Assumption Agreement (Photomedex Inc), Assignment and Assumption Agreement (First Capital Real Estate Trust Inc)

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will reserve and keep available out of its authorized and unissued shares of Common Stock for the purpose of issuances upon conversion of this Note (and other purposes further detailed in the Purchase Agreement), free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holder, not less than the amount of shares designated in Section 4.9 of the Purchase Agreement. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.

Appears in 2 contracts

Samples: Sport Endurance, Inc., Sigma Labs, Inc.

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Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock common stock solely for the purpose of issuances issuance upon any conversion of this Note (and other purposes further detailed in the Purchase Agreement)Debenture as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the NotesDebentures), not less than the amount of shares designated in Section 4.9 100% of the Purchase AgreementCommon Shares as shall be issuable upon the conversion of the Principal Amount. The Company covenants that all shares of Common Stock common stock that shall be so issuable shall, upon issue, be duly and validly authorized, validly issued, and fully paid and nonassessablepaid, nonassessible.

Appears in 1 contract

Samples: NXT Nutritionals Holdings, Inc.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock Stock, solely for the purpose of issuances issuance upon conversion of this the Note (and other purposes further detailed in the Purchase Agreement)as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the Notes)Holders, not less than such number of shares of the Common Stock as shall be issuable upon the conversion of the outstanding principal amount of shares designated in Section 4.9 of the Purchase AgreementNote. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly and validly authorized, validly issued, issued and fully paid and nonassessable.

Appears in 1 contract

Samples: Knobias, Inc.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock Stock, solely for the purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the Notes)Holder, not less than such number of shares of Common Stock as shall be issuable (taking into account the adjustments of Section 5) upon the conversion of the outstanding principal amount of shares designated in Section 4.9 of the Purchase Agreementthis Note. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, and validly authorized and issued, fully paid and nonassessable.

Appears in 1 contract

Samples: Auriga Laboratories, Inc.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will reserve and keep available out of its authorized and unissued shares of Common Stock common stock solely for the purpose of issuances issuance upon any conversion of this Note (and other purposes further detailed in the Purchase Agreement)payment of interest on this Note each as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the Notes), not less than the amount of shares designated in Section 4.9 100% of the Purchase AgreementCommon Shares as shall be issuable upon the conversion of the Principal Amount and payment of interest hereunder. The Company covenants that all shares of Common Stock that common stock, when issued to the Holder, shall be so issuable shall, upon issue, be duly and validly authorized, validly issued, and fully paid and nonassessablepaid, non assessable.

Appears in 1 contract

Samples: Vizconnect, Inc.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock solely for the purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the Notes)Holders, not less than the amount such number of shares designated in Section 4.9 of the Purchase AgreementCommon Stock as shall be issuable upon the conversion of this Note. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly and validly authorized, validly issuedissued and fully paid, fully paid and nonassessablenon-assessable.

Appears in 1 contract

Samples: Jishanye, Inc.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock for the sole purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, each as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder (and the other holders of the Notes)Holder, not less than the amount such aggregate number of shares designated of the Common Stock as shall (subject to the terms and conditions set forth herein and in Section 4.9 of the Purchase Agreement) be issuable upon the conversion of the then outstanding principal amount of this Note. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessablenon-assessable.

Appears in 1 contract

Samples: Intercloud Systems, Inc.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will reserve and keep available out of its authorized and unissued shares of Common Stock for the purpose of issuances upon conversion of this Note (and other purposes further detailed in the Purchase Letter Agreement), free from preemptive rights or any other actual contingent purchase rights of Persons other than the Holder holder (and the other holders of the Notes), not less than the amount of shares designated in Section 4.9 required to fully convert the outstanding principle of the Purchase Agreementthis Note into shares of Common Stock. The Company covenants that all shares of Common Stock that shall be so issuable shall, upon issue, be duly authorized, validly issued, fully paid and nonassessable.

Appears in 1 contract

Samples: Sport Endurance, Inc.

Reservation of Shares Issuable Upon Conversion. The Company covenants that it will shall at all times reserve and keep available out of its authorized and unissued shares of Common Stock Stock, solely for the purpose of issuances issuance upon conversion of this Note (and other purposes further detailed in the Purchase Agreement)Note, as herein provided, free from preemptive rights or any other actual contingent purchase rights of Persons persons other than the Holder (and the other holders of the Notes)Holder, not less than the amount such number of shares designated in Section 4.9 of the Purchase AgreementCommon Stock as shall be issuable, upon the conversion of the Conversion Amount of the Note. The Company covenants that all shares of Common Stock that shall be so issuable issued upon conversion of this Note shall, upon such issue, be duly and validly authorized, validly issuedissued and fully paid, fully paid and nonassessablenon-assessable.

Appears in 1 contract

Samples: www.sec.gov

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