authorized Common Stock, solely for the purpose of issue or delivery upon conversion of the Shares or exercise of the Warrants, such number of shares of Common Stock as shall then be issuable or deliverable upon the conversion of all outstanding Shares and the exercise of all outstanding ...
You cannot waive certain aspects of the fiduciary duty in a corporation, while you can in an LLC.There are certain terms you just cannot adopt in a corporation. Because, while the DGCL allows for some flexibility, it does not allow you to completely whole-cloth, throw out the statute as ...
Steven L. Caponi
Free Standard Templates Explore a free library of open-source, peer-reviewed contract standards, adopted by thousands of business around the world and signed millions of times. Explore Now Download Save Share CiteReport 1 Exhibit 1.1 S&S DRAFT 01/06/99 XXXXXXX & CO. (a Delaware corporation) 3...
the assignment of an equity conversion right could represent a mechanism apt to bypass this mandatory provision. It is well possible, though, and also known to the practice, that the quotaholder grants a loan to the company, incorporating also a contractual conversion right, i.e. the classical...
1) whether Delaware’s long-arm statute, 10 Del. C. § 3104(c), is applicable, and, if so, 2) whether subjecting the nonresident defendants to the Court’s jurisdiction would violate due process. Subsection (1) of the long-arm statute provides that the Court may exercise personal jurisd...
IRS addresses LLC issues in Delaware statute and cash-basis accounting. (limited liability companies)McKoy, Lawrence W
(c) the sale, exchange, involuntary conversion, or other disposition or transfer of all or substantially all the assets of the Company; or (d) the entry of a decree of judicial dissolution under § 18-802 of the Delaware Act. Section 10.02 Effectiveness of Dissolution. Dissolution of the Co...
(C) in violation of any law, statute, rule, regulation, judgment, order, writ or decree of any arbitrator, court, governmental body, regulatory body, administrative agency or other authority, body or agency having jurisdiction over the Company or any of its subsidiaries or any of their ...