Subsequent Sale of Series A Preferred Stock Sample Clauses

Subsequent Sale of Series A Preferred Stock. The Company ------------------------------------------- may sell up to the balance of the authorized number of shares of Series A Preferred Stock not sold at the Closing to such purchasers as it shall select, at a price not less than $3.50 per share, provided the agreement for sale is executed not later July 1, 1999. Any such purchaser shall become a party to this Agreement and that certain Investors' Rights Agreement dated April 2, 1999, by and among the Company and the Investors, the form of which is attached hereto as Exhibit B (the "Investors' Rights Agreement") and that certain Stockholders' --------- Agreement, by and among the Company and the Investors, the form of which is attached hereto as Exhibit D (the "Stockholders' Agreement") and shall have the --------- rights and obligations hereunder and thereunder.
Sample 1
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Subsequent Sale of Series A Preferred Stock. In the event that ------------------------------------------- subsequent to the date of this Agreement, the Company sells additional shares of Series A Preferred Stock to a purchaser that is not a party to this Agreement, such purchaser shall become a party to this Agreement and shall have all of the rights and obligations of an "Investor" hereunder.
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Subsequent Sale of Series A Preferred Stock. If less than all of the authorized number of shares of Series A Preferred Stock are sold at the Closing, then, subject to the terms and conditions of this Agreement, the Company may sell, on or before , 2005, up to the balance of the authorized but unissued Series A Preferred Stock to such persons as the Board of Directors of the Company may determine at the same price per share as the Series A Preferred Stock purchased and sold at the Closing. Any such sale shall be made upon the same terms and conditions as those contained herein, and such persons or entities shall become parties to this Agreement, that certain Investors’ Rights Agreement dated as of , 2005, by and among the Company and the Investors, the form of which is attached hereto as Exhibit B (the “ Investors’ Rights Agreement ”), and that certain Co-Sale Agreement dated as of , 2005, by and among the Company, the Investors and the founders of the Company named therein, the form of which is attached hereto as Exhibit C (the “ Co-Sale Agreement ”), and shall have the rights and obligations of an Investor hereunder and thereunder.
Sample 1
Subsequent Sale of Series A Preferred Stock. The closing of the Subsequent Purchase (the “Subsequent Closing” and, together with the Initial Closing, the “Closing”) shall take place at the location and time of day referred to in Section 1.2 above upon Company reaching definitive financial commitments in a minimum amount of $1 million in sales revenues, license fees, development fees or equity contribution in form and substance satisfactory to WallerSutton from one or more Strategic Partners. For purposes of this Agreement, a “Strategic Partner” shall mean an entity that has entered into a formal or informal agreement with the Company to provide product development, integration, resale or service support, provided, however, that in the event the Subsequent Closing has not occurred on or before June 30, 2002 for any reason, WallerSutton may elect, upon written notice to the Company, not to consummate the Subsequent Purchase. At each of the Closings, the Company shall deliver to Purchaser a certificate representing the shares of Series A Preferred Stock and the Warrants, registered in the name of the Purchaser or its nominee. Delivery of such certificates of shares of Series A Preferred Stock and Warrants to Purchaser shall be made against receipt at each of the Closings by the Company from Purchaser of the purchase price therefor, which shall be paid by wire transfer to an account designated at least two business days prior to each of the Closings by the Company. The account designated by the Company for the Initial Closing, and associated wiring instructions, is set forth on Schedule 1.3 hereto.
Sample 1
Subsequent Sale of Series A Preferred Stock. The Company may sell on or before June 30, 1997, up to the balance of the authorized number of shares of Series A Preferred Stock not sold at the Closing to such purchasers as it shall select, at a price not less than $1,000 per share.
Sample 1
Subsequent Sale of Series A Preferred Stock. (a) To the extent that any Investor does not comply with its obligations hereunder, until the 30th day immediately following the Closing the Company may sell, to any Investor or to any other person approved by the Board of Directors of the Company, up to the balance of the shares of Series A Preferred Stock to be sold hereunder pursuant to Section 1.1(b) hereof but which are not purchased by such Investors at the Closing, at a price not less than the price per share paid by the Investors herein. In addition, during such 30-day period, the Company may sell 13,636 shares of Series A Preferred Stock to the North Carolina residents referred to in Section 1.2.
Sample 1
Subsequent Sale of Series A Preferred Stock. (a) Each shareholder of Series A Preferred Stock shall have the right for 90 days to purchase additional shares of Series A Preferred Stock for a price of $0.286 per share of Series A Preferred Stock equal to 25% of their original purchase.
Sample 1
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Subsequent Sale of Series A Preferred Stock. The Corporation may sell up to an additional three hundred twenty-five thousand (325,000) shares of Series A Stock, to such Persons as the Corporation may determine at any time after the Initial Closing and on or before August 31, 1999 upon the same terms and conditions as those contained herein; provided, however, that the Corporation shall not sell more than an aggregate of five hundred thousand (500,000) authorized but unissued shares of Series A Stock under all Closings, including any shares of Series A Stock sold and purchased in the Initial Closing, without the prior written consent of the Purchasers of a majority of the shares of Series A Stock originally issued and sold in the Initial Closing. Any such sale which is upon the same terms and conditions as those contained herein shall entitle such persons or entities to become parties to this Agreement and the Registration Rights Agreement, each dated as of even date herewith, by and among the Corporation and the Purchasers, and shall have the rights and obligations of a Purchaser hereunder and thereunder. The Initial Closing and each subsequent closing shall be referred to herein as a "Closing."
Sample 1

Related to Subsequent Sale of Series A Preferred Stock

  • 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 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.

  • 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.

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

  • Purchase and Sale of Preferred Stock 1.1 Sale and Issuance of Series D Preferred Stock. ---------------------------------------------

  • Purchase and Sale of Preferred Shares Upon the following terms and conditions, CDRD shall issue and sell to each Investor severally, and each Investor severally shall purchase from CDRD, the number of First Closing Shares and Second Closing Shares indicated next to such Investor's name on Schedule I attached hereto.

  • Conversion of Company Preferred Stock The Company shall have completed the conversion of all issued and outstanding Company Preferred Stock to Company Common Stock.

  • Preferred Stock Shares of Preferred Stock may be issued from time to time in one or more series, each of such series to have such terms as stated or expressed herein and in the resolution or resolutions providing for the creation and issuance of such series adopted by the Board of Directors as hereinafter provided. Authority is hereby expressly granted to the Board of Directors from time to time to issue the Preferred Stock in one or more series, and in connection with the creation of any such series, by adopting a resolution or resolutions providing for the issuance of the shares thereof and by filing a certificate of designation relating thereto in accordance with the DGCL (a “Certificate of Designation”), to determine and fix the number of shares of such series and such voting powers, full or limited, or no voting powers, and such designations, preferences and relative participating, optional or other special rights, and qualifications, limitations or restrictions thereof, including without limitation thereof, dividend rights, conversion rights, redemption privileges and liquidation preferences, and to increase or decrease (but not below the number of shares of such series then outstanding) the number of shares of any series as shall be stated and expressed in such resolutions, all to the fullest extent now or hereafter permitted by the DGCL. Without limiting the generality of the foregoing, the resolution or resolutions providing for the creation and issuance of any series of Preferred Stock may provide that such series shall be superior or rank equally or be junior to any other series of Preferred Stock to the extent permitted by law and this Second Amended and Restated Certificate (including any Certificate of Designation). Except as otherwise required by law, holders of any series of Preferred Stock shall be entitled only to such voting rights, if any, as shall expressly be granted thereto by this Second Amended and Restated Certificate (including any Certificate of Designation). The number of authorized shares of Preferred Stock may be increased or decreased (but not below the number of shares thereof then outstanding) by the affirmative vote of the holders of a majority of the stock of the Corporation entitled to vote, irrespective of the provisions of Section 242(b)(2) of the DGCL.

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