Common use of Reservation of Stock Issuable Upon Conversion Clause in Contracts

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series Preferred, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 6 contracts

Sources: License Agreement (Genomatica Inc), License Agreement (Genomatica Inc), License Agreement (Genomatica Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, A Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If A Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredA Preferred Stock, the Corporation corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 5 contracts

Sources: Agreement and Plan of Merger (Koll Donald M), Agreement and Plan of Merger (Cbre Holding Inc), Agreement and Plan of Merger (Fs Equity Partners Iii Lp)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series Preferred, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 4 contracts

Sources: Loan and Security Agreement (Revance Therapeutics, Inc.), Merger Agreement (Alibris Inc), Series E Preferred Stock Purchase Agreement (Adesso Healthcare Technology Services Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred. If , and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose, including, without limitation, engaging in best efforts to obtain the requisite shareholder approval as promptly as practicable.

Appears in 4 contracts

Sources: Stockholders Recapitalization Agreement (Ramtron International Corp), Preferred Stock Investment Agreement (Ramtron International Corp), Preferred Stock Recapitalization Agreement (Ramtron International Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series PreferredPreferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all then outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 4 contracts

Sources: Stockholders Agreement, Flash Cf Preferred Stock Subscription Agreement, Series a Preferred Stock Subscription Agreement

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares of stock as shall be sufficient for such purpose.

Appears in 4 contracts

Sources: Series a Preferred Stock Purchase Agreement (Spectrx Inc), Research & Development and License Agreement (Spectrx Inc), Series C Preferred Stock Purchase Agreement (Spectrx Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series 6% Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series 6% Preferred. If , and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series 6% Preferred, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose, including, without limitation, engaging in best efforts to obtain the requisite shareholder approval as promptly as practicable.

Appears in 4 contracts

Sources: Preferred Stock Investment Agreement (Interleaf Inc /Ma/), Preferred Stock Investment Agreement (Interleaf Inc /Ma/), Preferred Stock Investment Agreement (Oravax Inc /De/)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then then-outstanding shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 3 contracts

Sources: Agreement and Plan of Merger and Reorganization (Entropic Communications Inc), Merger Agreement (Entropic Communications Inc), Agreement and Plan of Merger and Reorganization (Entropic Communications Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall Company shall, at all times after the Shareholder Approval has been obtained, reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series Preferredthis Note, such number of its shares of Common Stock as shall from time to time be sufficient to effect the a full conversion of all outstanding shares of the Series Preferred. If this Note, and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredNote, the Corporation will Company shall promptly take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 3 contracts

Sources: Convertible Note Purchase Agreement (Sellers Capital LLC), Convertible Note (Sellers Capital LLC), Convertible Note (Premier Exhibitions, Inc.)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredPreferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 3 contracts

Sources: Merger Agreement (Witness Systems Inc), Agreement and Plan of Reorganization (Macromedia Inc), Agreement and Plan of Reorganization (Macromedia Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredA Preferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If A Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredA Preferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Radical Holdings Lp), Securities Purchase Agreement (Immediatek Inc), Securities Purchase Agreement (Radical Holdings Lp)

Reservation of Stock Issuable Upon Conversion. The Corporation shall will at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series C Preferred, such number of its shares of Common Stock as shall will from time to time be sufficient to effect the conversion of all then-outstanding shares of the Series C Preferred. If ; and if at any time the number of authorized but unissued shares of Common Stock shall will not be sufficient to effect the conversion of all then then-outstanding shares of the Series C Preferred, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall will be sufficient for such purpose.

Appears in 3 contracts

Sources: Stock Purchase Agreement (Lithium Technology Corp), Stock Purchase Agreement (Lithium Technology Corp), Stock Purchase Agreement (Lithium Technology Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 3 contracts

Sources: Master Lease Agreement (Introgen Therapeutics Inc), Warrant Agreement (Neoforma Com Inc), Warrant Agreement (Neoforma Com Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation --------------------------------------------- shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 2 contracts

Sources: Stock Purchase Agreement (SQL Financials International Inc /De), Stock Purchase Agreement (SQL Financials International Inc /De)

Reservation of Stock Issuable Upon Conversion. The --------------------------------------------- Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the full conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the full conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 2 contracts

Sources: Agreement and Plan of Reorganization (Xenogen Corp), Agreement and Plan of Reorganization (Xenogen Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion based upon advice of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose, including, without limitation, engaging commercially reasonable efforts to obtain the requisite stockholder approval for any necessary amendment to these Restated Certificate.

Appears in 2 contracts

Sources: Warrant Agreement (Mavenir Systems Inc), Warrant Agreement (Mavenir Systems Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, C-IV Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If C-IV Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredC-IV Preferred Stock, the Corporation will Company shall take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposepurposes.

Appears in 2 contracts

Sources: Deferred Pricing Agreement (Citigroup Inc), Deferred Pricing Agreement (On2com Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredPreferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to this Restated Certificate.

Appears in 2 contracts

Sources: Cooperative Agreement (Amyris, Inc.), Cooperative Agreement (Amyris, Inc.)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series PreferredPreferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all then outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Lightspan Partnership Inc), Stock Purchase Agreement (Lightspan Partnership Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of the Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredPreferred Stock, such number of its shares of the Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series PreferredPreferred Stock. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion of its legal counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares Common Stock as shall be sufficient for such purpose.

Appears in 2 contracts

Sources: Share Exchange Agreement (Paylocity Holding Corp), Share Exchange Agreement (Paylocity Holding Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredC Preferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If C Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredC Preferred Stock, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 2 contracts

Sources: Conversion Agreement (Geospatial Corp), Preferred Stock Purchase Agreement (Geospatial Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation shall will at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series A Preferred, such number of its shares of Common Stock as shall will from time to time be sufficient to effect the conversion of all then-outstanding shares of the Series A Preferred. If ; and if at any time the number of authorized but unissued shares of Common Stock shall will not be sufficient to effect the conversion of all then then-outstanding shares of the Series A Preferred, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall will be sufficient for such purpose.

Appears in 2 contracts

Sources: Agreement (Lithium Technology Corp), Agreement (Lithium Technology Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredA Preferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If A Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 2 contracts

Sources: Series a Preferred Stock and Warrant Purchase Agreement (Gric Communications Inc), Series a Preferred Stock and Warrant Purchase Agreement (Gric Communications Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, common stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, this Note such number of its shares of Common Stock common stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Note; and if at any time the number of authorized but unissued shares of Common Stock common stock shall not be sufficient to effect the conversion of all then the entire outstanding shares principal amount of this Note, without limitation of such other remedies as shall be available to the Series Preferredholder of this Note, the Corporation Company will use its best efforts to take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock common stock to such number of shares as shall be sufficient for such purposepurposes.

Appears in 2 contracts

Sources: Senior Secured Convertible Promissory Note (Nuburu, Inc.), Convertible Promissory Note (Nuburu, Inc.)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredC Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series PreferredC Stock. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredC Stock, the Corporation will shall take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 2 contracts

Sources: Series C Preferred Stock and Warrant Purchase Agreement (Hull James Mitchell), Series C Preferred Stock and Warrant Purchase Agreement (Hull James Mitchell)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredA Preferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If A Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredA Preferred Stock, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Fw Integrated Orthopaedics Investors Lp), Subordinated Loan and Security Agreement (Handspring Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredPreferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 2 contracts

Sources: Preferred Stock Purchase Agreement (Pillowtex Corp), Preferred Stock Purchase Agreement (Pillowtex Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredPreferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to this Certificate of Incorporation.

Appears in 2 contracts

Sources: License Agreement (Orexigen Therapeutics, Inc.), License Agreement (Orexigen Therapeutics, Inc.)

Reservation of Stock Issuable Upon Conversion. The Corporation corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredPreferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series PreferredPreferred Stock. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 2 contracts

Sources: Subordinated Convertible Note and Warrant Purchase Agreement (Nimblegen Systems Inc), Warrant Agreement (Nimblegen Systems Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times after the Original Issue Date, reserve and keep available out of its authorized but unissued shares of Common Stock, Shares solely for the purpose of effecting the conversion of the shares of the Series PreferredG Preferred Shares, such number of its shares of Common Stock Shares as shall from time to time be sufficient to effect the conversion of all then outstanding shares of the Series Preferred. If G Preferred Shares; and if at any time the number of authorized but unissued shares of Common Stock Shares shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredG Preferred Shares, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock Shares to such number of shares as shall be sufficient for such purpose, including engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to this Certificate of Designations or the Memorandum of Association and Bye-laws.

Appears in 1 contract

Sources: Share Purchase Agreement (Tsakos Energy Navigation LTD)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredC Preferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series PreferredC Preferred Stock. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredC Preferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Convertible Note and Warrant Purchase Agreement (Eco2 Plastics Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series Preferred, Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series D Preferred. If ; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of Series D Preferred, in addition to such other remedies as shall be available to the Holders of such shares of Series D Preferred, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposepurposes.

Appears in 1 contract

Sources: Stock Purchase Agreement (Eroomsystem Technologies Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredB Preferred Stock, such number of its One Million Seven Hundred Eighty-Five Thousand Seven Hundred Fourteen (1,785,714) shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Stock, and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredB Preferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such Such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Subscription Agreement (Global Epoint Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredPreferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series PreferredPreferred Stock. If at any time the number of authorized but unissued shares of Common Stock shall is not be sufficient to effect the conversion of all the then outstanding shares of the Series PreferredPreferred Stock, the Corporation will shall forthwith take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for to such purpose.

Appears in 1 contract

Sources: Subscription Agreement (Ross Systems Inc/Ca)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredB Preferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If B Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredB Preferred Stock, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Securities Purchase Agreement (Fw Integrated Orthopaedics Investors Lp)

Reservation of Stock Issuable Upon Conversion. The Corporation This corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, A Preferred such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred, the Corporation will this corporation shall take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposepurposes.

Appears in 1 contract

Sources: Designation of Powers, Preferences and Rights of Series a Convertible Preferred Stock (Mru Holdings Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredC Preferred Shares, such number of its shares of its Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If C Preferred Shares, and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all the then outstanding shares of the Series PreferredC Preferred Shares, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose, including without limitation engaging in best efforts to obtain the requisite shareholder approval.

Appears in 1 contract

Sources: Series C Convertible Preferred Stock Purchase Agreement (Hanseatic Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series C Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series C Preferred. If , and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series C Preferred, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to the Certificate of Incorporation.

Appears in 1 contract

Sources: Certificate of Designations, Rights and Preferences (Minerco Resources, Inc.)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredF, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If F; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredF, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to the Certificate of Incorporation of the Corporation.

Appears in 1 contract

Sources: Merger Agreement (Primal Solutions Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredNote, at least such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all the outstanding shares of the Series Preferred. If principal; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series Preferredoutstanding principal, in addition to such other remedies as shall be available to Note Holder, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposepurposes.

Appears in 1 contract

Sources: Secured Subordinated Convertible Promissory Note (Quest Solution, Inc.)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredPreferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to this Certificate of Incorporation.

Appears in 1 contract

Sources: Collaborative Research and License Agreement (Axys Pharmecueticals Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, Preferred Stock such number of its shares of its Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding authorized shares of the Series Preferred. If Preferred Stock, whether or not such shares are then outstanding; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding the authorized shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, whether or not such shares are then outstanding, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Joint Venture Agreement (Winwin Gaming Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series B Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series B Preferred. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series B Preferred, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Loan and Security Agreement (Halozyme Therapeutics Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation --------------------------------------------- shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Series D Convertible Preferred Stock Purchase Agreement (Inventa Technologies Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common StockCommon, solely for the purpose of effecting the conversion of the shares of the Series PreferredConvertible Common, such number of its shares of Common Stock as shall shall, in the reasonable view of the Board of Directors, from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Convertible Common; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredConvertible Common, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase the number of its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose, and to reserve the appropriate number of shares of Common for issuance upon such conversion.

Appears in 1 contract

Sources: Merger Agreement (AvidXchange Holdings, Inc.)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Loan and Security Agreement (Halozyme Therapeutics Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series Preferred, A Preferred such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred. If ; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Merger Agreement (AvidXchange Holdings, Inc.)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredPreferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series PreferredPreferred Stock. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation HBT will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Reorganization Agreement (Hydrogen Burner Technology Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredB Preferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If B Preferred Stock, and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredB Preferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Voting Agreement (Diametrics Medical Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series Preferred, Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock Stork to such number of shares as shall be sufficient for such purpose, including, without limitation, engaging in best efforts to obtain the requisite shareholder approval of any necessary amendment to its Articles of Incorporation.

Appears in 1 contract

Sources: Series a Preferred Stock Purchase Agreement (Adknowledge Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred. If ; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Exchange Agreement (Pala Investments Holdings LTD)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series Preferred, Note such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Note; and if at any time the number of authorized but unissued shares of Common Stock shall is not be sufficient to effect the conversion of all then outstanding shares of the Series Preferredthis Note, then, in addition to any other remedies available to Holder, the Corporation Company will use its best efforts to take such whatever corporate action as mayis, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such a number of shares as shall be of Common Stock sufficient for such that purpose.

Appears in 1 contract

Sources: Note Agreement (Hawker Energy, Inc.)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, A Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If A Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredA Preferred Stock, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Subscription Agreement (Integrated Biopharma Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredA Preferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of Series A Preferred Stock. As a condition precedent to the Series Preferred. If at taking of any time action which would cause an adjustment to the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredConversion Price, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for in order that it may validly and legally issue the shares of its Common Stock issuable based upon such purposeadjusted Conversion Price.

Appears in 1 contract

Sources: Merger Agreement (Centrue Financial Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Securities Purchase Agreement (Tor Minerals International Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredPreferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, in addition to such other remedies as shall be available to the holders of such Preferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposepurposes.

Appears in 1 contract

Sources: Series a Preferred Stock Purchase Agreement (Skyauction Com Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall will at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredB Stock, such number of its shares of Common Stock as shall will from time to time be sufficient to effect the conversion of all outstanding shares of the Series PreferredB Stock. If at any time the number of authorized but unissued shares of Common Stock shall will not be sufficient to effect the conversion of all then outstanding shares of the Series Preferred, B Stock the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall will be sufficient for such purpose.

Appears in 1 contract

Sources: Stock Purchase Agreement (Instant Video Technologies Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, A Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If A Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredA Preferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Stock Purchase Agreement (Npowr Digital Media Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Shares solely for the purpose of effecting the conversion of the shares of the Series Preferred, B Preferred such number of its shares of Common Stock Shares as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series B Preferred. If ; and if at any time the number of authorized but unissued shares of Common Stock Shares shall not be sufficient to effect the conversion of all then outstanding shares of o the Series B Preferred, in addition to such other remedies as shall be available to the holder, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock Shares to such number of shares as shall be sufficient for such purposepurposes.

Appears in 1 contract

Sources: Exchange Agreement (Alpine Group Inc /De/)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredA Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series PreferredA Stock. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredA Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Series a Convertible Preferred Stock Purchase Agreement (Futurelink Corp)

Reservation of Stock Issuable Upon Conversion. The This Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock subject to the limitations set forth in Section 5, and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock eligible for conversion, the this Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposepurposes.

Appears in 1 contract

Sources: Securities Purchase and Investor Rights Agreement (Adept Technology Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall will at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredF Stock, such number of its shares of Common Stock as shall will from time to time be sufficient to effect the conversion of all outstanding shares of the Series PreferredF Stock. If at any time the number of authorized but unissued shares of Common Stock shall will not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredF Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall will be sufficient for such purpose.

Appears in 1 contract

Sources: Unit Purchase Agreement (Instant Video Technologies Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Loan and Security Agreement (Hemosense Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares Shares of Common Stock, solely for the purpose of effecting the conversion of the shares Shares of the Series PreferredShare Stock, such number of its shares Shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares Shares of the Series Preferred. If Share Stock, and if at any time the number of authorized but unissued shares Shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares Shares of the Series PreferredShare Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares Shares of Common Stock to such number of shares Shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Convertible Securities Purchase Agreement

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredB Preferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If B Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredB Preferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Securities Purchase Agreement (Immediatek Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall Company will at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, this Note such number of its shares of Common Stock as shall is sufficient from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferredthis Note. If at any time the number of authorized but unissued shares of Common Stock shall is not be sufficient to effect the conversion of all the entire outstanding principal amount of this Note, without limitation of such other remedies as may be available to the holder of this Note, then outstanding shares of the Series Preferred, the Corporation Company will use its best commercial efforts to take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be is sufficient for such purposepurposes.

Appears in 1 contract

Sources: Note (Jones Soda Co)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredPreferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose, including, without limitation, engaging in best efforts to obtain the requisite stockholder approval of any necessary amendment to this Certificate.

Appears in 1 contract

Sources: Stock Purchase Agreement (Kranem Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall use its commercially reasonable efforts at all times to reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series Preferred, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Securities Purchase Agreement (Aradigm Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series Preferred, Junior Series-1 Preferred such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Junior Series-1 Preferred. If ; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series Junior Series-1 Preferred, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Merger Agreement (AvidXchange Holdings, Inc.)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, common stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, this Note such number of its shares of Common Stock common stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Note; and if at any time the number of authorized but unissued shares of Common Stock common stock shall not be sufficient to effect the conversion of the entire outstanding principal amount of this Note, without limitation of such other remedies as shall be available to the holder of this Note, Company will use all then outstanding shares of the Series Preferred, the Corporation will reasonable efforts to take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock common stock to such number of shares as shall be sufficient for such purposepurposes.

Appears in 1 contract

Sources: Note Subscription Agreement (Safe & Green Holdings Corp.)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times titres reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, Notes such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Notes; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then then-outstanding shares of Notes, in addition to such other remedies as shall be available to the Series PreferredHolder, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposepurposes.

Appears in 1 contract

Sources: Convertible Note Agreement (Global It Holdings Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series Preferred, A Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If A Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposepurposes.

Appears in 1 contract

Sources: Stock Purchase Agreement (Maxwell Technologies Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredA Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If A Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredA Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Preferred Stock Purchase Agreement (Viasat Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Shares solely for the purpose of effecting the conversion of the shares of the Series Preferred, C Preferred such number of its shares of Common Stock Shares as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series C Preferred. If ; and if at any time the number of authorized but unissued shares of Common Stock Shares shall not be sufficient to effect the conversion of all then outstanding shares of o the Series C Preferred, in addition to such other remedies as shall be available to the holder, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock Shares to such number of shares as shall be sufficient for such purposepurposes.

Appears in 1 contract

Sources: Series C Preferred Stock Purchase Agreement (Alpine Group Inc /De/)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series C Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series C Preferred. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series C Preferred, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Loan and Security Agreement (Halozyme Therapeutics Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Preferred Stock Purchase Agreement (Cumetrix Data Systems Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Debt Conversion Agreement (American Soil Technologies Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall Company will at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series J Preferred, such number of its shares of Common Stock as shall from time to time will be sufficient to effect the conversion of all outstanding shares of the Series J Preferred. If at any time the number of authorized but unissued shares of Common Stock shall is not be sufficient to effect the conversion of all then then-outstanding shares of the Series J Preferred, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall will be sufficient for such purpose.

Appears in 1 contract

Sources: Series J Preferred Stock Purchase Agreement (Emed Technologies Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose, including, without limitation, engaging its best efforts to obtain the requisite stockholder approval for any necessary amendment to this Restated Certificate.

Appears in 1 contract

Sources: Series a Preferred Stock Purchase Agreement (Introgen Therapeutics Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredA Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series PreferredA Stock. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredA Stock, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Merger Agreement (Biodelivery Sciences International Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, this Note such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Note; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then the entire outstanding shares principal amount of this Note, without limitation of such other remedies as shall be available to the Series Preferred, the Corporation holder of this Note,.Company will use its best efforts to take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposepurposes.

Appears in 1 contract

Sources: Convertible Note Agreement (Team Communication Group Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredA Preferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If A Preferred Stock, and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredA Preferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Voting Agreement (Diametrics Medical Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series A Preferred, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series A Preferred. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series A Preferred, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Merger Agreement (United Heritage Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredD Preferred Stock, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series PreferredD Preferred Stock. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredD Preferred Stock, the Corporation will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Convertible Note Purchase Agreement (Eco2 Plastics Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation Maker shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series Preferredthis Note, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all the outstanding shares of the Series Preferred. If principal and accrued interest under this Note; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then the outstanding shares of the Series Preferredprincipal and accrued interest under this Note, the Corporation Maker will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Secured Convertible Note Purchase Agreement (West Texas Resources, Inc.)

Reservation of Stock Issuable Upon Conversion. The Corporation shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, Preferred Stock such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Preferred Stock; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient insufficient to effect the conversion of all then outstanding shares of the Series PreferredPreferred Stock, the Corporation will shall take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Subscription and Organizational Agreement (Alterra Healthcare Corp)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the shares of the Series PreferredConvertible Note, such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares the entire principal balance and accrued interest of the Series PreferredConvertible Note. If at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then outstanding shares of the Series PreferredConvertible Note, the Corporation Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purpose.

Appears in 1 contract

Sources: Note Purchase Agreement (Earthlink Network Inc)

Reservation of Stock Issuable Upon Conversion. The Corporation Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, Stock solely for the purpose of effecting the conversion of the shares of the Series Preferred, this Note such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding shares of the Series Preferred. If Note; and if at any time the number of authorized but unissued shares of Common Stock shall not be sufficient to effect the conversion of all then the entire outstanding shares principal amount of this Note, without limitation of such other remedies as shall be available to the Series Preferredholder of this Note, the Corporation Company will use its best efforts to take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposepurposes.

Appears in 1 contract

Sources: Convertible Note Agreement (Deltapoint Inc)