Reservation of Shares Clause Example with 66 Variations from Business Contracts
This page contains Reservation of Shares clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Reservation of Shares. On the date hereof, Company will reserve 15,000,000 shares of Common Stock from its authorized and unissued Common Stock to provide for all issuances of Common Stock under the Note (the "Share Reserve"). Company further agrees to add additional shares of Common Stock to the Share Reserve in increments of 1,000,000 shares as and when requested by Investor if as of the date of any such request the number of shares being held in the Share Reserve is less than three (3) times the number of shares of... Common Stock obtained by dividing the Outstanding Balance (as defined in the Note) as of the date of the request by the Conversion Price (as defined in the Note). Company shall further require the Transfer Agent to hold the shares of Common Stock reserved pursuant to the Share Reserve exclusively for the benefit of Investor and to issue such shares to Investor promptly upon Investor's delivery of a conversion notice under the Note. Finally, Company shall require the Transfer Agent to issue shares of Common Stock pursuant to the Note to Investor out of its authorized and unissued shares, and not the Share Reserve, to the extent shares of Common Stock have been authorized, but not issued, and are not included in the Share Reserve. The Transfer Agent shall only issue shares out of the Share Reserve to the extent there are no other authorized shares available for issuance and then only with Investor's written consent.View More
Variations of a "Reservation of Shares" Clause from Business Contracts
Reservation of Shares. On the date hereof, Company At all times during which any Note is convertible, Borrower will reserve 15,000,000 shares of Common Stock from its authorized and unissued Common Stock to provide for all issuances the issuance of Common Stock under upon the Note full conversion of all outstanding Notes. Borrower will at all times reserve at least three (3) times the number of shares of Common Stock necessary to convert the total Outstanding Balance of each of the outstanding Notes, plus all accrued ...interest, penalties and fees, as of any given date (the "Share Reserve"), but in no event shall less than 7,000,000 shares of Common Stock be reserved for such purpose (the "Transfer Agent Reserve"). Company Borrower further agrees that it will cause its transfer agent to immediately add additional shares of Common Stock to the Share Transfer Agent Reserve in increments of 1,000,000 shares as and when requested by Investor if as of Borrower or Lender in writing from time to time, provided that such incremental increases do not cause the Transfer Agent Reserve to exceed the Share Reserve. In furtherance thereof, from and after the date hereof and until such time that the Notes have been paid in full, Borrower shall require its transfer agent to reserve for the purpose of any such request issuance to Lender pursuant to conversions under the number of shares being held in the Share Reserve is less than three (3) times the Notes a number of shares of Common Stock obtained by dividing equal to the Outstanding Balance (as defined in the Note) as of the date of the request by the Conversion Price (as defined in the Note). Company Transfer Agent Reserve. Borrower shall further require the Transfer Agent its transfer agent to hold the such shares of Common Stock reserved pursuant to the Share Reserve exclusively for the benefit of Investor Lender and to issue such shares to Investor Lender promptly upon Investor's Lender's delivery of a conversion notice under the a Note. Finally, Company shall require the Transfer Agent to issue shares of Common Stock pursuant to the Note to Investor out of its authorized and unissued shares, and not the Share Reserve, to the extent shares of Common Stock have been authorized, but not issued, and are not included in the Share Reserve. The Transfer Agent shall only issue shares out of the Share Reserve to the extent there are no other authorized shares available for issuance and then only with Investor's written consent.View More
Reservation of Shares. On At all times during which any Note is convertible pursuant to the date hereof, terms thereof, the Company will reserve 15,000,000 shares of Common Stock from its authorized and unissued Common Stock to provide for all issuances the issuance of Common Stock under upon the Note (the "Share Reserve"). full conversion of the Note. Within three (3) months from the date hereof, the Company further agrees to add additional shares of Common Stock to the Share Reserve in increments of 1,000,000 shares... as and when requested by Investor if will, as of the such date of any such request the number of shares being held in the Share Reserve is less than and at all times thereafter, reserve at least (i) three (3) times the number of shares of Common Stock obtained by dividing necessary to convert the total Outstanding Balance (as defined in and determined pursuant to the Note) as of the outstanding Note, (the "Share Reserve"): prior to three (3) months from the date hereof, the Company will maintain not less than 18,000,000 shares of Common Stock in the request Share Reserve (the "Transfer Agent Reserve"). The Company further agrees that after one hundred eighty (180) days from the date hereof, it will cause its transfer agent to immediately add shares of Common Stock to the Transfer Agent Reserve as and when reasonably requested by the Conversion Price (as defined Buyer in writing from time to time, provided that such incremental increases do not cause the Note). Transfer Agent Reserve to exceed the Share Reserve. In furtherance thereof, from and after the date hereof and until such time that the Notes have been paid in full, the Company shall require its transfer agent to reserve for the purpose of issuance to the Buyer pursuant to conversions under the Note, a number of shares of Common Stock equal to the Transfer Agent Reserve. The Company shall further require the Transfer Agent its transfer agent to hold the such shares of Common Stock reserved pursuant to the Share Reserve exclusively for the benefit of Investor the Buyer and to issue such shares to Investor the Buyer promptly upon Investor's Buyer's delivery of a conversion notice under the a Note. Finally, Company shall require the Transfer Agent to issue shares of Common Stock pursuant to the Note to Investor out of its authorized and unissued shares, and not the Share Reserve, to the extent shares of Common Stock have been authorized, but not issued, and are not included in the Share Reserve. The Transfer Agent shall only issue shares out of the Share Reserve to the extent there are no other authorized shares available for issuance and then only with Investor's written consent.View More
Reservation of Shares. On Beginning on the date hereof, Trading Date and at all times thereafter during which the Note is convertible or the Warrant is exercisable, the Company will reserve 15,000,000 shares of Common Stock from its authorized and unissued Common Stock to provide for all issuances the issuance of Common Stock under upon the full conversion of the Note and full exercise of the Warrant. The Company will at all times reserve at least (i) three times the number of shares of Common Stock necessary to conve...rt the total Outstanding Balance (as defined in and determined pursuant to the Note, but only with respect to Conversion Eligible Tranches (as defined in the Note)) of the Note, plus (ii) three times the number of Warrant Shares (as determined pursuant to the Warrant) deliverable upon full exercise of the Warrant (the "Share Reserve"), but in any event not less than 10,000,000 shares of Common Stock shall be reserved at all times for such purpose (the "Transfer Agent Reserve"). The Company further agrees that at all times following the Trading Date it will cause its transfer agent to immediately add additional shares of Common Stock to the Share Transfer Agent Reserve in increments of 1,000,000 shares as and when requested by Investor if as of Buyer in writing from time to time, provided that such incremental increases do not cause the date of any such request the number of shares being held in Transfer Agent Reserve to exceed the Share Reserve is less than three (3) times Reserve. In furtherance thereof, from and after the Trading Date and until such time that the Note has been paid in full and the Warrant exercised in full, the Company shall require its transfer agent to reserve for the purpose of issuance of Conversion Shares under the Note and Warrant Shares under the Warrant, a number of shares of Common Stock obtained by dividing equal to the Outstanding Balance (as defined in the Note) as of the date of the request by the Conversion Price (as defined in the Note). Transfer Agent Reserve. The Company shall further require the Transfer Agent its transfer agent to hold the such shares of Common Stock reserved pursuant to the Share Reserve exclusively for the benefit of Investor Buyer and to issue such shares to Investor Buyer promptly upon Investor's Buyer's delivery of a conversion notice under the Note. Finally, Company shall require the Transfer Agent to issue shares Note or a Notice of Common Stock pursuant to the Note to Investor out of its authorized and unissued shares, and not the Share Reserve, to the extent shares of Common Stock have been authorized, but not issued, and are not included in the Share Reserve. The Transfer Agent shall only issue shares out of the Share Reserve to the extent there are no other authorized shares available for issuance and then only with Investor's written consent. Exercise under any Warrant. View More
Reservation of Shares. On the date hereof, Company will reserve 15,000,000 3,877,777 shares of Common Stock from its authorized and unissued Common Stock to provide for all issuances of Common Stock under the Note (the "Share Reserve"). Company further agrees to add an additional 3,877,777 shares of Common Stock to the Share Reserve at such time as Company completes an increase in increments of 1,000,000 shares as and when requested by Investor if as of the date of any such request the number of shares being held in t...he Share Reserve is less than three (3) times the number of its authorized shares of Common Stock obtained by dividing the Outstanding Balance (as defined in the Note) as of the date of the request by the Conversion Price (as defined in the Note). Stock. Company shall further require the Transfer Agent to hold the shares of Common Stock reserved pursuant to the Share Reserve exclusively for the benefit of Investor and to issue such shares to Investor promptly upon Investor's delivery of a conversion notice under the Note. Finally, Company shall require the Transfer Agent to issue shares of Common Stock pursuant to the Note to Investor out of its authorized and unissued shares, and not the Share Reserve, to the extent shares of Common Stock have been authorized, but not issued, and are not included in the Share Reserve. The Transfer Agent shall only issue shares out of the Share Reserve to the extent there are no other authorized shares available for issuance and then only with Investor's written consent. 4 8. Terms of Future Financings. So long as the Note is outstanding, upon any issuance by Company in an offering which is not a public offering, other than any securities issued in a transaction under Section 3(a) (10) of the Securities Act of 1933, as amended, or any securities issued pursuant to a Registration Statement on Form S-3 (the "Exempt Issuances"), of any security with any term or condition more favorable to the holder of such security or with a term in favor of the holder of such security that was not similarly provided to Investor in the Transaction Documents, then Company shall notify Investor of such additional or more favorable term and such term, at Investor's option, shall become a part of the Transaction Documents for the benefit of Investor. Additionally, if Company fails to notify Investor of any such additional or more favorable term, but Investor becomes aware that Company has granted such a term to any third party, Investor may notify Company of such additional or more favorable term and such term shall become a part of the Transaction Documents retroactive to the date on which such term was granted to the applicable third party. The types of terms contained in another security that may be more favorable to the holder of such security include, but are not limited to, terms addressing conversion discounts, conversion lookback periods, interest rates, original issue discounts, stock sale price, conversion price per share, warrant coverage, warrant exercise price, and anti-dilution/conversion and exercise price resets. The issuance of an Exempt Issuance shall not trigger the terms of this Section 8 under any circumstances. View More
Reservation of Shares. On the date hereof, Company At all times during which this Note is convertible, Borrower will reserve 15,000,000 shares of Common Stock from its authorized and unissued Common Stock to provide for all issuances the issuance of Common Stock under upon the full conversion of this Note (the "Share Reserve"). Company further agrees to add additional shares of Common Stock to the Share Reserve in increments of 1,000,000 shares as and when requested by Investor if as of the date of any such request th...e number of shares being held in the Share Reserve is less than at least three (3) times the number of shares of Common Stock obtained by dividing the Outstanding Balance (as defined in the Note) as of the date of the request by the Conversion Price (as defined (the "Share Reserve"), but in any event not less than 10,000,000 shares of Common Stock shall be reserved at all times for such purpose (the "Transfer Agent Reserve"). Borrower further agrees that it will cause its transfer agent (the "Transfer Agent") to immediately add shares of Common Stock to the Note). Company Transfer Agent Reserve in increments of 500,000 shares as and when requested by Lender in writing from time to time, provided that such incremental increases do not cause the Transfer Agent Reserve to exceed the Share Reserve. In furtherance thereof, from and after the date hereof and until such time that this Note has been paid in full, Borrower shall require the Transfer Agent to reserve for the purpose of issuance of Conversion Shares hereunder, a number of shares of Common Stock equal to the Transfer Agent Reserve. Borrower shall further require the Transfer Agent to hold the such shares of Common Stock reserved pursuant to the Share Reserve exclusively for the benefit of Investor Lender and to issue such shares to Investor Lender promptly upon Investor's Lender's delivery of a conversion notice under the Note. Conversion Notice hereunder. Finally, Company Borrower shall require the Transfer Agent to issue shares of Common Stock pursuant to the this Note to Investor Lender out of its authorized and unissued shares, and not the Share Transfer Agent Reserve, to the extent shares of Common Stock have been authorized, but not issued, and are not included in the Share Transfer Agent Reserve. The Transfer Agent shall only issue shares out of the Share Transfer Agent Reserve to the extent there are no other authorized shares available for issuance and then only with Investor's Lender's written consent. View More
Reservation of Shares. On At all times during which the date hereof, Note is convertible, the Company will reserve 15,000,000 shares of Common Stock from its authorized and unissued Common Stock to provide for all issuances the issuance of Common Stock under upon the Note (the "Share Reserve"). Company further agrees to add additional shares of Common Stock to the Share Reserve in increments of 1,000,000 shares as and when requested by Investor if as full conversion of the date of any such request the number of shares... being held in the Share Reserve is less than Note. The Company will at all times reserve at least three (3) times the number of shares of Common Stock obtained by dividing necessary to convert the total Outstanding Balance (as defined in and determined pursuant to the Note) as of the date Note (the "Share Reserve"), but in any event not less than 100,000,000 shares of Common Stock shall be reserved at all times for such purpose (the "Transfer Agent Reserve"). The Company further agrees that it will cause its transfer agent to immediately add shares of Common Stock to the request Transfer Agent Reserve in increments of 10,000,000 shares as and when requested by the Buyer in writing from time to time, provided that such incremental increases do not 5 cause the Transfer Agent Reserve to exceed the Share Reserve. In furtherance thereof, from and after the date hereof and until such time that the Note has been paid in full, the Company shall require its transfer agent to reserve for the purpose of issuance of Conversion Price (as defined in Shares under the Note). Note, a number of shares of Common Stock equal to the Transfer Agent Reserve. The Company shall further require the Transfer Agent its transfer agent to hold the such shares of Common Stock reserved pursuant to the Share Reserve exclusively for the benefit of Investor the Buyer and to issue such shares to Investor the Buyer promptly upon Investor's the Buyer's delivery of a conversion notice under the Note. Finally, Company shall require the Transfer Agent to issue shares of Common Stock pursuant to the Note to Investor out of its authorized and unissued shares, and not the Share Reserve, to the extent shares of Common Stock have been authorized, but not issued, and are not included in the Share Reserve. The Transfer Agent shall only issue shares out of the Share Reserve to the extent there are no other authorized shares available for issuance and then only with Investor's written consent.View More
Reservation of Shares. On At all times during which the date hereof, Note is convertible, Company will reserve 15,000,000 shares of Common Stock from its authorized and unissued Common Stock to provide for all issuances the issuance of Common Stock under upon the full conversion of the Note (the "Share Reserve"). Company further agrees to add additional shares of Common Stock to the Share Reserve in increments of 1,000,000 shares as and when requested by Investor if as of the date of any such request the number of sha...res being held in the Share Reserve is less than at least three (3) times the number of shares of Common Stock obtained by dividing the Outstanding Balance (as defined in the Note) as of the date of the request by the Redemption Conversion Price (as defined in the Note). Note) (the "Share Reserve"), but in any event not less than 20,000,000 shares of Common Stock shall be reserved at all times for such purpose (the "Transfer Agent Reserve"). Company further agrees that it will cause the Transfer Agent to immediately add shares of Common Stock to the Transfer Agent Reserve in increments of 5,000,000 shares as and when requested by Investor in writing from time to time, provided that such incremental increases do not cause the Transfer Agent Reserve to exceed the Share Reserve. In furtherance thereof, from and after the date hereof and until such time that the Note has been paid in full, Company shall require the Transfer Agent to reserve for the purpose of issuance of Conversion Shares under the Note, a number of shares of Common Stock equal to the Transfer Agent Reserve. Company shall further require the Transfer Agent to hold the such shares of Common Stock reserved pursuant to the Share Reserve exclusively for the benefit of Investor and to issue such shares to Investor promptly upon Investor's delivery of a conversion notice under the Note. Finally, Company shall require the Transfer Agent to issue shares of Common Stock pursuant to the Note to Investor out of its authorized and unissued shares, and not the Share Transfer Agent Reserve, to the extent shares of Common Stock have been authorized, but not issued, and are not included in the Share Transfer Agent Reserve. The Transfer Agent shall only issue shares out of the Share Transfer Agent Reserve to the extent there are no other authorized shares available for issuance and then only with Investor's written consent. 4 8. Terms of Future Financings. So long as the Note is outstanding, upon any issuance by Company of any security with any term more favorable to the holder of such security or with a term in favor of the holder of such security that was not similarly provided to Investor in the Transaction Documents, then Company shall notify Investor of such additional or more favorable term and such term, at Investor's option, shall become a part of the Transaction Documents. Additionally, if Company fails to notify Investor of any such additional or more favorable term, but Investor becomes aware that Company has granted such a term to any third party, Investor may notify Company of such additional or more favorable term and such term shall become a part of the Transaction Documents retroactive to the date on which such term was granted to the applicable third party. The types of terms contained in another security that may be more favorable to the holder of such security include, but are not limited to, terms addressing conversion discounts, conversion lookback periods, interest rates, original issue discounts, stock sale price, conversion price per share, warrant coverage, warrant exercise price, and anti-dilution/conversion and exercise price resets. The foregoing limitations and prohibitions do not apply to any securities issued, granted or awarded pursuant to Company's Amended and Restated 2013 Equity Incentive Plan or in compensation for services rendered to Company, or to any vendor or supplier in connection with services or goods rendered or delivered, in any such case provided such issuances, grants or awards do not constitute a Variable Security Issuance. View More
Reservation of Shares. On At all times during which any Exchange Note is convertible, the date hereof, Company will reserve 15,000,000 shares of Common Stock from its authorized and unissued Common Stock to provide for all issuances of Common Stock under the Note (the "Share Reserve"). Company further agrees to add additional shares of Common Stock to the Share Reserve in increments of 1,000,000 shares as and when requested by Investor if as of the date of any such request the number of shares being held in the Share ...Reserve is less than Exchange Notes at least three (3) times the number of shares of Common Stock obtained by dividing the aggregate Outstanding Balance (as defined in the Note) as of the date of the request all potential Exchange Notes by the Conversion Price (as defined in the Note). Exchange Notes) (the "Share Reserve"), but in any event not less than 215,000,000 shares of Common Stock shall be reserved at all times for such purpose (the "Transfer Agent Reserve"). The Company further agrees that it will cause the Transfer Agent to immediately add shares of Common Stock to the Transfer Agent Reserve in increments of 20,000,000 shares as and when requested by Holder in writing from time to time, provided that such incremental increases do not cause the Transfer Agent Reserve to exceed the Share Reserve. In furtherance thereof, from and after the date hereof and until such time that all of the Exchange Notes have been paid in full, the Company shall require the Transfer Agent to reserve for the purpose of issuance of Conversion Shares under the Exchange Notes, a number of shares of Common Stock equal to the Transfer Agent Reserve. The Company shall further require the Transfer Agent to hold the such shares of Common Stock reserved pursuant to the Share Reserve exclusively for the benefit of Investor Holder and to issue such shares to Investor Holder promptly upon Investor's Holder's delivery of a conversion notice under the Exchange Note. Finally, the Company shall require the Transfer Agent to issue shares of Common Stock pursuant to the Exchange Note to Investor Holder out of its authorized and unissued shares, and not the Share Transfer Agent Reserve, to the extent shares of Common Stock have been authorized, but not issued, and are not included in the Share Transfer Agent Reserve. The Transfer Agent shall only issue shares out of the Share Transfer Agent Reserve to the extent there are no other authorized shares available for issuance and then only with Investor's Holder's written consent. View More
Reservation of Shares. On At all times during which the date hereof, Second Exchange Note is outstanding, Company will reserve 15,000,000 shares of Common Stock from its authorized and unissued Common Stock to provide for all issuances the issuance of Common Stock under upon the Note (the "Share Reserve"). Company further agrees to add additional shares of Common Stock to the Share Reserve in increments of 1,000,000 shares as and when requested by Investor if as full conversion of the date of any such request the numb...er of shares being held in the Share Reserve is less than Second Exchange Note at least (i) three (3) times the number of shares of Common Stock obtained by dividing the Outstanding Balance (as defined in the Note) as of the date of the request by the Conversion Price (as defined in the Note). Second Exchange Note) (the "Share Reserve"), but in any event not less than 100,000,000 shares of Common Stock shall be reserved at all times for such purpose (the "Transfer Agent Reserve"). Company further agrees that it will cause the Transfer Agent to immediately add shares of Common Stock to the Transfer Agent Reserve in increments of 10,000,000 shares as and when requested by Holder in writing from time to time, provided that such incremental increases do not cause the Transfer Agent Reserve to exceed the Share Reserve. In furtherance thereof, from and after the date hereof and until such time that the Second Exchange Note has been paid in full, Company shall require the Transfer Agent to reserve for the purpose of issuance of Conversion Shares under the Second Exchange Note, a number of shares of Common Stock equal to the Transfer Agent Reserve. Company shall further require the Transfer Agent to hold the such shares of Common Stock reserved pursuant to the Share Reserve exclusively for the benefit of Investor Holder and to issue such shares to Investor Holder promptly upon Investor's Holder's delivery of a conversion notice under the Second Exchange Note. Finally, Company shall require the Transfer Agent to issue shares of Common Stock pursuant to the Second Exchange Note to Investor Holder out of its authorized and unissued shares, and not the Share Transfer Agent Reserve, to the extent shares of Common Stock have been authorized, but not issued, and are not included in the Share Transfer Agent Reserve. The Transfer Agent shall only issue shares out of the Share Transfer Agent Reserve to the extent there are no other authorized shares available for issuance and then only with Investor's Holder's written consent. View More
Reservation of Shares. On At all times during which the date hereof, Note is convertible, Company will reserve 15,000,000 shares of Common Stock from its authorized and unissued Common Stock to provide for all issuances the issuance of Common Stock under upon the full conversion of the Note at least three (3) times the quotient obtained by dividing the Outstanding Balance (as defined in the Note) by the lesser of the Lender Conversion Price (as defined in the Note) and the Redemption Conversion Price (as defined in th...e Note) (the "Share Reserve"), but in any event not less than 9,000,000 shares of Common Stock shall be reserved at all times for such purpose (the "Transfer Agent Reserve"). Company further agrees that it will cause the Transfer Agent to immediately add additional shares of Common Stock to the Share Transfer Agent Reserve in increments of 1,000,000 shares as and when requested by Investor if as of in writing from time to time, provided that such incremental increases do not cause the Transfer Agent Reserve to exceed the Share Reserve. In furtherance thereof, from and after the date hereof and until such time that the Note has been paid in full, Company shall require the Transfer Agent to reserve for the purpose of any such request issuance of Conversion Shares under the number of shares being held in the Share Reserve is less than three (3) times the Note, a number of shares of Common Stock obtained by dividing equal to the Outstanding Balance (as defined in the Note) as of the date of the request by the Conversion Price (as defined in the Note). Transfer Agent Reserve. Company shall further require the Transfer Agent to hold the such shares of Common Stock reserved pursuant to the Share Reserve exclusively for the benefit of Investor and to issue such shares to Investor promptly upon Investor's delivery of a conversion notice under the Note. Finally, Company shall require the Transfer Agent to issue shares of Common Stock pursuant to the Note to Investor out of its authorized and unissued shares, and not the Share Transfer Agent Reserve, to the extent shares of Common Stock have been authorized, but not issued, and are not included in the Share Transfer Agent Reserve. The Transfer Agent shall only issue shares out of the Share Transfer Agent Reserve to the extent there are no other authorized shares available for issuance and then only with Investor's written consent. 4 8. No Shorting. During the period beginning on the Closing Date and ending on the date the Note has been repaid in full or sold by Investor to a third party that is not an affiliate of Investor, Investor will not directly or through an affiliate engage in any open market Short Sales (as defined below) of the Common Stock; provided; however, that unless and until Company has affirmatively demonstrated by the use of specific evidence that Investor is engaging in open market Short Sales, Investor shall be assumed to be in compliance with the provisions of this Section 8 and Company shall remain fully obligated to fulfill all of its obligations under the Transaction Documents; and provided, further, that (i) Company shall under no circumstances be entitled to request or demand that Investor either (A) provide trading or other records of Investor or of any party or (B) affirmatively demonstrate that Investor or any other party has not engaged in any such Short Sales in breach of these provisions as a condition to Company's fulfillment of its obligations under any of the Transaction Documents, (ii) Company shall not assert Investor's or any other party's failure to demonstrate such absence of such Short Sales or provide any trading or other records of Investor or any other party as all or part of a defense to any breach of Company's obligations under any of the Transaction Documents, and (iii) Company shall have no setoff right with respect to any such Short Sales. As used herein, "Short Sale" has the meaning provided in Rule 3b-3 under the 1934 Act. View More
