Right to Acquire Securities Sample Clauses

Right to Acquire Securities. (a) This Warrant certifies that for value received Centennial Associates, L.P. (the "Holder"), or registered assigns, are entitled at any time before 5:00 p.m., San Francisco, California time, on the Expiration Date (as such term is defined herein) to purchase from NATURAL WONDERS, INC., a Delaware corporation (the "Company"), 37,500 shares (the "Warrant Shares") of the fully paid and non-assessable Common Stock of the Company ("Common Stock") as constituted on the date hereof (the "Issuance Date"), at a price of $1.50 per share (the "Exercise Price"), such number of shares and price per share subject to adjustment as provided herein and all subject to the conditions set forth herein. This Warrant may be exercised at any time on or before three years from the date hereof (the "Expiration Date"). Upon any partial exercise hereof, there shall be issued to the Holder a new Warrant or Warrants with respect to the shares of Common Stock not so exercised. No fractions of a share of Common Stock will be issued upon the exercise of this Warrant, but if a fractional share would be issuable upon exercise the Company will pay in cash the fair market value thereof as determined by the Board of Directors of the Company in good faith.
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Right to Acquire Securities. If at any time the Company --------------------------- proposes to issue in any offering other than a public offering registered with the Securities and Exchange Commission equity securities of any kind (the term "equity securities" including for these purposes any common stock, warrants, options or other rights to acquire equity securities and debt securities convertible into equity securities) of the Company, the Company shall:
Right to Acquire Securities. If at any time the Company proposes to issue in any non-public offering equity securities of any kind (the term "equity securities" including for these purposes any warrants, options or other rights to acquire equity securities and debt securities convertible into equity securities but excluding the issuance by the Company of the Warrants to purchase shares of Common Stock pursuant to that certain Warrant Agreement dated as of , 1998 between the Corporation and the Initial Purchasers named therein) of the Company (except for issuances pursuant to the terms of any stock option or other incentive plan duly approved by the Board of Directors, issuances of Series B Preferred Stock or Series C Preferred Stock or additional shares of Series A Preferred Stock after the Closing Date or issuances in connection with (i) a conversion or exchange of any outstanding securities, (ii) a stock dividend, (iii) an acquisition, (iv) a merger, amalgamation, reclassification or other reorganization, or (v) issuances having a value of less than $500,000 in any single transaction and not more than $1,500,000 in the aggregate, where the purchase price of a Common Stock equivalent is equal to or greater than the then current Conversion Price of the Series A Preferred Stock), then, as to each Stockholder at such time and as to Orbital, the Company shall:
Right to Acquire Securities. If at any time the Company proposes to issue in any non-public offering Stock or Equity Securities of the Company (except for (i) issuances pursuant to the terms of any stock option or other incentive plan duly approved by the Board of Directors or (ii) issuances in connection with (w) a conversion or exchange of any outstanding securities, (x) a stock dividend, (y) an acquisition pursuant to the Company's acquisition strategy set forth in the Company's Confidential Offering Memorandum dated March 12, 1998, as amended through January 15, 1999, without regard to the aggregate amount of such offering specified in such Confidential Offering Memorandum, (z) a merger, reclassification or other reorganization, then, as to the Purchasers, so long as they shall hold any shares of Preferred Stock or Common Stock, the Company shall:
Right to Acquire Securities. 7.16 If after the date of this Agreement, the holder of the Ordinary Shares or ADRs has a right to acquire securities to be issued by the Company, the Seller may pay to the Escrow Agent an amount (the New Seller Securities Purchase Price) equal to the amount required to acquire all or some of such securities (the New Seller Securities) and:
Right to Acquire Securities. 17 Section 4.01
Right to Acquire Securities. 17 ARTICLE V
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Right to Acquire Securities. No Person has any agreement, option, right or privilege, present or future (whether by law, pre-emptive, or contractual), or any interest capable of becoming an agreement, option, right, or privilege:
Right to Acquire Securities 

Related to Right to Acquire Securities

  • No Fractional Warrants Other Than as Part of Units The Company shall not issue fractional Warrants other than as part of the Units, each of which is comprised of one share of Common Stock and one-half of one Public Warrant. If, upon the detachment of Public Warrants from Units or otherwise, a holder of Warrants would be entitled to receive a fractional Warrant, the Company shall round down to the nearest whole number the number of Warrants to be issued to such holder.

  • Restrictions on Public Sale by the Company The Company agrees not to effect any public sale or distribution of any of its securities, or any securities convertible into or exchangeable or exercisable for such securities (except pursuant to registrations on Form S-4 or S-8 or any successor thereto), during the period beginning on the effective date of any Registration Statement in which the Designated Holders of Registrable Securities are participating and ending on the earlier of (i) the date on which all Registrable Securities registered on such Registration Statement are sold and (ii) 120 days after the effective date of such Registration Statement (except as part of such registration).

  • Commission Shares other than Omnibus Shares (a) Commission Shares that are not Omnibus Shares (“Non-Omnibus Commission Shares”) attributed to the Distributor shall be those Non-Omnibus Commission Shares (i) the Date of Original Issuance of which occurred on or after the Inception Date of the applicable Fund and on or prior to the date the Distributor ceased to be exclusive distributor of Class C shares of the Fund and (ii) that are subject to a CDSC (without regard to any conditions for waivers thereof).

  • Rights to Future Stock Issuances Subject to the terms and conditions of this Section 10 and applicable securities laws, if at any time prior to the second anniversary of the Closing, the Company proposes to offer or sell any New Securities, the Company shall first offer the Investor the opportunity to purchase up to ten percent (10%) of such New Securities. The Investor shall be entitled to apportion the right of first offer hereby granted to it in such proportions as it deems appropriate among itself and its Affiliates.

  • Securities to be Secured in Certain Events If, as a result of any amalgamation or consolidation of the Company with or merger of the Company with any other Person, or upon any conveyance, lease or transfer of the property of the Company as an entirety or substantially as an entirety to any other Person, any properties or assets of the Company would become subject to a mortgage, pledge, charge, security interest or other encumbrance securing Debt, then unless such mortgage, pledge, charge, security interest or other encumbrance could be created without equally and ratably securing the Securities under Section 1006, the Company or such successor Person, as the case may be, prior to or simultaneously with such amalgamation, consolidation, merger, conveyance, lease or transfer, will, with respect to such properties or assets, secure the Securities Outstanding hereunder (together with, if the Company shall so determine, any other Debt of the Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) all such Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such properties or assets, or will cause such Securities to be so secured; provided that for the purpose of providing such equal and rateable or prior security, the principal amount of Original Issue Discount Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities. ARTICLE NINE

  • Issuance of Equity Securities to Other Persons If not all of the Major Investors elect to purchase their pro rata share of the Equity Securities, then the Company shall promptly notify in writing the Major Investors who do so elect and shall offer such Major Investors the right to acquire such unsubscribed shares on a pro rata basis. The Major Investors shall have five (5) days after receipt of such notice to notify the Company of its election to purchase all or a portion thereof of the unsubscribed shares. The Company shall have ninety (90) days thereafter to sell the Equity Securities in respect of which the Major Investor’s rights were not exercised, at a price not lower and upon general terms and conditions not materially more favorable to the purchasers thereof than specified in the Company’s notice to the Major Investors pursuant to Section 4.2 hereof. If the Company has not sold such Equity Securities within ninety (90) days of the notice provided pursuant to Section 4.2, the Company shall not thereafter issue or sell any Equity Securities, without first offering such securities to the Major Investors in the manner provided above.

  • Recapitalization, Exchanges, etc. Affecting the Common Units The provisions of this Agreement shall apply to the full extent set forth herein with respect to any and all units of the Partnership or any successor or assign of the Partnership (whether by merger, consolidation, sale of assets or otherwise) that may be issued in respect of, in exchange for or in substitution of, the Registrable Securities, and shall be appropriately adjusted for combinations, unit splits, recapitalizations, pro rata distributions of units and the like occurring after the date of this Agreement.

  • Equity Securities The Collateral Manager may direct the Trustee to sell any Equity Security at any time and shall use its commercially reasonable efforts to effect the sale of any Equity Security, regardless of price (provided that any sale to ORCC or its Affiliates must be on arm’s length terms), subject to any applicable transfer restrictions:

  • Indebtedness; Certain Equity Securities (a) The Borrower will not, and will not permit any Subsidiary to, create, incur, assume or permit to exist any Indebtedness, except:

  • Distributions Other Than Cash, Shares or Rights to Purchase Shares (a) Whenever the Company intends to distribute to the holders of Deposited Securities property other than cash, Shares or rights to purchase additional Shares, the Company shall give timely notice thereof to the Depositary and shall indicate whether or not it wishes such distribution to be made to Holders of ADSs. Upon receipt of a notice indicating that the Company wishes such distribution be made to Holders of ADSs, the Depositary shall consult with the Company, and the Company shall assist the Depositary, to determine whether such distribution to Holders is lawful and reasonably practicable. The Depositary shall not make such distribution unless (i) the Company shall have requested the Depositary to make such distribution to Holders, (ii) the Depositary shall have received satisfactory documentation within the terms of Section 5.7, and (iii) the Depositary shall have determined that such distribution is reasonably practicable.

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