Series A Common Stock Sample Clauses

Series A Common Stock. The Series A Common Stock included in the Units has been duly authorized and, when issued and delivered against payment for the Offered Securities by the Underwriters pursuant to this Agreement, will be validly issued, fully paid and non-assessable. The holders of such Series A Common Stock are not and will not be subject to personal liability by reason of being such holders; except as set forth in the Investor Rights Agreement, such Series A Common Stock is not and will not be subject to any preemptive or other similar contractual rights granted by the Company.
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Series A Common Stock. In exchange for the transfer of the class A common stock of Xxxxxxxx.xxx pursuant to subsection 1.1. hereof, Zycom shall on the Closing Date, and contemporaneously with such transfer of the class A common stock of Xxxxxxxx.xxx to it by the Shareholders, issue and deliver to the Shareholders certificates representing one share of series A common stock of Zycom for each outstanding share of class A common stock of Xxxxxxxx.xxx to be exchanged at Closing. Such shares of Zycom shall only be issued and delivered to persons who are accredited investors as defined in Rule 501 of Regulation D promulgated by the Securities and Exchange Commission.
Sample 1
Series A Common Stock. The Series B Common Stock shall be convertible into fully paid and nonassessable shares of Series A Common Stock pursuant to the terms of the Borrower's Articles of Incorporation. The issuance of shares of Series A Common Stock upon conversion of shares of Series B Common Stock shall be made without charge to Lender for any issuance tax in respect thereof or other cost incurred by the Borrower in connection with such conversion and the related issuance of shares of Series A Common Stock. Upon conversion, the Borrower will take all such actions as are necessary in order to insure that the Series A Common Stock issued as a result of such conversion is validly issued, fully paid, and nonassessable. The Borrower will not close its books with respect to the transfer of Series A Common Stock issued or issuable upon conversion of the Series B Common Stock in any manner that interferes with the timely conversion of such Series B Common Stock. The Borrower shall at all times reserve for issuance a number of shares of Series A Common Stock equal to the maximum number of shares issuable upon conversion of the Series B Common Stock.
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Series A Common Stock. “Series A Common Stock” shall mean Series A Common Stock of CSF.
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Series A Common Stock. Upon the Effective Date, by virtue of the Merger and without any action on the part of the holder thereof, each share of AHL Series A Common Stock outstanding immediately prior thereto shall be changed and converted into one (1) fully paid and nonassessable share of Holding Co. Series A Common Stock.
Sample 1
Series A Common Stock. Each share of Series A Common Stock outstanding immediately prior to the Effective Time (other than any shares of Company Stock to be canceled in accordance with Section 1.14 or Dissenting Shares) shall be automatically converted into the right to receive a number of shares of Purchaser Common Stock equal to: (i) the Per Series A Common Share Consideration divided by (ii) the Redemption Price.
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Series A Common Stock 
Sample 1
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Related to Series A Common Stock

  • Class A Common Stock Subject to applicable law and the rights, if any, of the holders of any outstanding series of Preferred Stock having a preference over or the right to participate with the Class A Common Stock with respect to the payment of dividends and other distributions in cash, stock of any corporation or property of the Corporation, the holders of Class A Common Stock shall be entitled to receive ratably, taken together as a single class, in proportion to the number of shares held by each such stockholder such dividends and other distributions as may from time to time be declared by the Board in its discretion out of the assets of the Corporation that are by law available therefor at such times and in such amounts as the Board in its discretion shall determine.

  • Class B Common Stock 2 Closing........................................................................5

  • Series A Preferred Stock On the Closing Date, each Subscriber shall purchase and the Company shall sell to each such Subscriber, the number of shares of Preferred Stock designated on such Subscriber’s signature page hereto for such Subscriber’s Purchase Price indicated thereon.

  • Series B Preferred Stock Section 1.2(d)......................... 5 Shares............................ Section 3.2(a).........................

  • Series C Preferred Stock The holders of outstanding shares of Series C Preferred Stock shall be entitled to receive dividends, when and as declared by the Board of Directors, out of any assets at the time legally available therefor, at the Dividend Rate specified for such shares of Preferred Stock payable in preference and priority to any declaration or payment of any distribution on Series A Preferred Stock, Series B Preferred Stock or Common Stock of the Corporation other than a dividend payable solely in Common Stock. No distributions shall be made with respect to the Series A Preferred Stock, Series B Preferred Stock or Common Stock during any fiscal year of the Corporation, other than dividends on the Common Stock payable solely in Common Stock, until all dividends at the applicable Dividend Rate on the Series C Preferred Stock have been declared and paid or set apart for payment to the holders of Series C Preferred Stock. The right to receive dividends on shares of Series C Preferred Stock shall not be cumulative, and no right to such dividends shall accrue to holders of Series C Preferred Stock by reason of the fact that dividends on said shares are not declared or paid in any year.

  • Changes in Common Stock or Preferred Stock If, and as often as, there is any change in the Common Stock or the Preferred Stock by way of a stock split, stock dividend, combination or reclassification, or through a merger, consolidation, reorganization or recapitalization, or by any other means, appropriate adjustment shall be made in the provisions hereof so that the rights and privileges granted hereby shall continue with respect to the Common Stock or the Preferred Stock as so changed.

  • Series A Preferred Units (a) The authorized number of Series A Preferred Units shall be unlimited. Series A Preferred Units that are purchased or otherwise acquired by the Partnership shall be cancelled.

  • Merger Sub Common Stock At the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be automatically converted into one fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation.

  • Common Stock 1 Company........................................................................1

  • Common Shares 4 Company...................................................................................... 4

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