Concerning the Securities. The Securities have been duly authorized and the Initial Shares, when issued and paid for in accordance with this Agreement, the Adjustment Shares, when issued, and the Warrant Shares, when issued upon exercise of the Warrants, as the case may be, will be duly and validly issued, fully paid and non-assessable, and will not subject the holder thereof to personal liability by reason of being such holder. There are no preemptive or similar rights of any security holder of the Company or any other person to acquire any of the Common Shares. The Common Stock is listed for trading on the Nasdaq and, except as set forth in Schedule 5(c), (i) the Company and the Common Stock meet the currently applicable criteria for continued listing and trading on Nasdaq; (ii) the Company has not been notified since September 25, 1995 by Nasdaq of any failure or potential failure to meet the criteria for continued listing and trading on Nasdaq; (iii) no suspension of trading in the Common Stock is in effect; and (iv) the Company knows of no reason that the Common Shares will not be eligible for listing on Nasdaq.
Appears in 2 contracts
Sources: Subscription Agreement (Tera Computer Co \Wa\), Subscription Agreement (Tera Computer Co \Wa\)