Issue of Common Stock Sample Clauses

Issue of Common Stock. (a) The Company has authorized the issuance and sale of up to the aggregate number of shares of its common stock, $.01 par value (the "Common Stock"), as set forth in Section 2.1 hereof (the "Shares"). (b) In reliance upon Purchaser's representations and warranties contained in Section 4 hereof and subject to the terms and conditions set forth herein, the Company agrees to sell to Purchaser the Shares, to be issued and sold at a price per share equal to two hundred percent (200%) of the Fair Market Value thereof. For purposes of this Agreement, Fair Market Value shall equal the closing sales price of a share of Common Stock as reported for the Nasdaq National Market on the last trading day preceding the Effective Date. (c) In reliance upon the representations and warranties of the Company contained in Section 3 hereof and subject to the terms and conditions set forth herein, Purchaser hereby agrees to purchase the Shares at the per share purchase price set forth above.
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Issue of Common Stock continuing obligation. Within a reasonable time, not exceeding five business days after the receipt of the written statement referred to in subsection 6(a), the Company shall issue and deliver to the holder thereof (hereinafter in this subsection, the term "holder" shall include the nominee of any such holder), registered in the holder's name, a certificate or certificates for the number of full shares of Common Stock issuable upon the conversion of such Convertible Note (or specified portion thereof), bearing the restrictive legend required by subsection 6(h). To the extent permitted by law, such conversion shall be deemed to have been effected and the conversion price and the number of shares of Common Stock issuable in connection with such conversion shall be determined as of the close of business on the date on which such written statement shall have been received by the Company and such Convertible Note shall have been surrendered as aforesaid, and at such time the rights of the holder of such Convertible Note (or specified portion thereof) as such holder shall cease, and the person or persons in whose name or names any certificate or certificates for shares of Common Stock shall be issuable upon such conversion shall be deemed to have become the holder or holders of record of the shares represented thereby. The Company will, at the time of such conversion, in whole or in part, upon request of the holder of such Convertible Note, acknowledge in writing its continuing obligation to such holder in respect of any rights (including, without limitation, any right of registration of the shares of Common Stock issued upon such conversion) to which such holder shall continue to be entitled under this Agreement after such conversion; provided, that the failure of such holder to make any such requests shall not affect the continuing obligation of the Company to such holder in respect of such rights.
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Issue of Common Stock. (a) The Company has authorized the issuance and sale of up to 18,665 shares (the "Shares") of its common stock, $.01 par value (the "Common Stock"). (b) In reliance upon Purchaser's representations and warranties contained in Section 4 hereof and subject to the terms and conditions set forth herein, the Company agrees to sell to Purchaser the Shares, to be issued and sold at a price per share equal to two hundred percent (200%) of the Fair Market Value thereof. For purposes of this Agreement, Fair Market Value shall equal the average closing sales price of a share of Common Stock as reported for the Nasdaq National Market for the twenty (20) business days preceding January 12, 1998. (c) In reliance upon the representations and warranties of the Company contained in Section 3 hereof and subject to the terms and conditions set forth herein, Purchaser hereby agrees to purchase the Shares at the per share purchase price set forth above.
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Issue of Common Stock. (a) Subject to the terms and conditions of this Agreement and the Settlement Agreement, the Company hereby issues, and Vivid hereby accepts as payment in full in accordance with the terms of the Settlement Agreement, the Shares. (b) The Board of Directors of the Company has authorized the issue of the Shares pursuant to the terms of the Settlement Agreement.
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Issue of Common Stock continuing obligation. Within a reasonable time, not exceeding five days after the receipt of the written statement referred to in subsection (a) and surrender of such Convertible Note as aforesaid, the Company shall issue and deliver to the holder thereof (hereinafter in this subsection, the term "holder" shall include the nominee of any such holder), registered in the holder's name, a certificate or certificates for the number of full shares of Common Stock issuable upon the conversion of such Convertible Note (or specified portion thereof), bearing the restrictive legend required by subsection (h). To the extent permitted by law, such conversion shall be deemed to have been effected and the conversion price and the number of shares of Common Stock issuable in connection with such conversion shall be determined as of the close of business on the date on which such written statement shall have
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Related to Issue of Common Stock

  • Issuance of Common Stock Upon due exercise of Warrants evidenced by any Warrant Certificate in conformity with the foregoing provisions of Section 3.2(c), the Warrant Agent shall, when actions specified in Section 3.2(c)(i) have been effected and any payment specified in Section 3.2(c)(ii) is received, deliver to the Company the Exercise Form received pursuant to Section 3.2(c)(i), deliver or deposit any funds, in accordance with Section 3.3, received as instructed in writing by the Company and advise the Company by telephone at the end of such day of the amount of funds so deposited to its account. The Company shall thereupon, as promptly as practicable, and in any event within two (2) Business Days after the Exercise Date referred to below, (i) determine the number of shares of Common Stock issuable pursuant to exercise of such Warrants pursuant to Section 3.7 and (ii) (x) in the case of exercise of Warrants evidenced by a Global Warrant Certificate, deliver or cause to be delivered to the Recipient (as defined below) in accordance with the Applicable Procedures shares of Common Stock in book-entry form to be so held through the facilities of DTC in an amount equal to, or, if the Common Stock may not then be held in book-entry form through the facilities of DTC, duly executed certificates representing, or (y) in the case of exercise of Warrants evidenced by Definitive Warrant Certificates, execute or cause to be executed and deliver or cause to be delivered to the Recipient (as defined below) a certificate or certificates representing, in case of (x) and (y), the aggregate number of shares of Common Stock issuable upon such exercise (based upon the aggregate number of Warrants so exercised), as so determined, together with an amount in cash in lieu of any fractional share(s), if the Company so elects pursuant to Section 5.2. The shares of Common Stock in book-entry form or certificate or certificates representing shares of Common Stock so delivered shall be, to the extent possible, in such denomination or denominations as such Holder shall request in the applicable Exercise Form and shall be registered or otherwise placed in the name of, and delivered to, the Holder or, subject to Section 3.4, such other Person as shall be designated by the Holder in such Exercise Form (the Holder or such other Person being referred to herein as the “Recipient”).

  • Sale of Common Stock Subject to the terms and conditions of this Agreement, Company hereby agrees to sell to Purchaser and Purchaser hereby agrees to purchase from Company an aggregate of 110,000 shares of Company's Common Stock (the "Shares"), at the purchase price of $2.06 per share for an aggregate purchase price of $226,600.

  • Valid Issuance of Common Stock The Shares, when issued, sold and delivered in accordance with the terms hereof for the consideration expressed herein, will be duly and validly authorized and issued, fully paid and nonassessable and free of restrictions on transfer other than restrictions on transfer under this Agreement and applicable state and federal securities laws.

  • Price of Common Stock The Company has not taken, and will not take, directly or indirectly, any action designed to cause or result in, or that has constituted or that might reasonably be expected to constitute, the stabilization or manipulation of the price of the shares of the Common Stock to facilitate the sale or resale of the Shares.

  • Issuance of Common Stock Equivalents If the Company in any manner issues or sells any Common Stock Equivalents and the lowest price per share for which one share of Common Stock is at any time issuable upon the conversion, exercise or exchange thereof or otherwise pursuant to the terms thereof is less than the Exercise Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Common Stock Equivalents for such price per share. For the purposes of this Section 3(b)(ii), the “lowest price per share for which one share of Common Stock is issuable upon the conversion, exercise or exchange thereof or otherwise pursuant to the terms thereof” shall be equal to (1) the lower of (x) the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Stock upon the issuance or sale of the Common Stock Equivalent and upon conversion, exercise or exchange of such Common Stock Equivalent or otherwise pursuant to the terms thereof and (y) the lowest conversion price set forth in such Common Stock Equivalent for which one share of Common Stock is issuable upon conversion, exercise or exchange thereof or otherwise pursuant to the terms thereof minus (2) the sum of all amounts paid or payable to the holder of such Common Stock Equivalent (or any other Person) upon the issuance or sale of such Common Stock Equivalent plus the value of any other consideration received or receivable by, or benefit conferred on, the holder of such Common Stock Equivalent (or any other Person). Except as contemplated below, no further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Stock upon conversion, exercise or exchange of such Common Stock Equivalents or otherwise pursuant to the terms thereof, and if any such issuance or sale of such Common Stock Equivalents is made upon exercise of any Options for which adjustment of the Warrant has been or is to be made pursuant to other provisions of this Section 3(b), except as contemplated below, no further adjustment of the Exercise Price shall be made by reason of such issuance or sale.