Additional Investment Right. Purchaser shall have the right at any time from time to time, as of the date hereof, and until such date when the Note is no longer outstanding, to in its sole and absolute discretion purchase an additional convertible promissory note, or additional convertible promissory notes, from the Company for up to a principal amount equal to the amount of the Note purchased hereunder (each a “Subsequent Note” and collectively the “Subsequent Notes”) on the same terms and conditions as applicable to the purchase and sale of the Note purchased on the date hereof by Purchaser, and in substantially the same form and substance as the Note issued pursuant to this Agreement, mutatis mutandis, (each a “Subsequent Note Purchase” and collectively “Subsequent Note Purchases”). For Purchaser to exercise such Subsequent Note Purchase right, Purchaser shall deliver written notice, to the Company (for clarity notice sent via electronic mail shall satisfy such written notice requirement) electing to exercise such Subsequent Note Purchase right, which notice shall specify the principal amount of the Additional Note to be purchased by such Purchaser (“Subsequent Note Amount”) and the date on which such purchase and sale shall occur (“Subsequent Note Closing”), which Subsequent Note Closing shall occur within five (5) days following such notice by such Purchaser, or such other date mutually agreed upon by the Purchaser and Company. The terms and conditions of any Subsequent Note Purchase shall be identical to the terms and conditions set forth in this Agreement applicable to the sale of the Note on the date hereof, including without limitation each Subsequent Note will be in the form of the Note issued hereto, provided that the Maturity Date thereunder shall be on ninth (9th) month from the Subsequent Note’s issue date. Further, if a warrant to purchase Company’s common stock was issued pursuant to this Agreement then Purchaser shall receive a warrant in the form as the same form and substance as the warrant issued pursuant to this Agreement (“Subsequent Warrant”), provided that the Termination Date of the Additional Warrant shall be the fifth (5th) anniversary from the issue date of the Subsequent Warrant. On or prior to any Subsequent Note Closing(s), the Company and the Purchaser shall, upon Purchaser’s request, execute and deliver a new securities purchase agreement with respect to the Subsequent Note Purchase(s) in the same form and substance as this Agreement (each a “Subsequen...
Additional Investment Right. The Sellers and Company agree that, after the date hereof, the Purchaser and its Affiliates shall have the right (in the Purchaser’s sole and absolute discretion) to invest in the Funds, directly or indirectly, in the ordinary course of business for standard fees and expenses, for so long as the Funds are open for investment.
Additional Investment Right. Commencing thirty (30) days following the Effective Date (as defined below) of the Registration Statement (as defined in the Registration Rights Agreement), each Purchaser shall have the option to purchase from the Company, and the Company shall issue and sell to each such Purchaser who exercises such option, a Note for the principal amount of up to such Purchaser’s pro rata portion of the Purchase Price pursuant to the terms hereof (the “Purchaser Option”). For purposes of this Agreement, “Effective Date” means the date that the Commission declares the Registration Statement effective. If any Purchaser elects not to exercise its Purchase Option, each other Purchaser may exercise its Purchaser Option on a pro-rata basis so long as such participation in the aggregate does not exceed the aggregate Purchase Price hereunder. For purposes of this Section 1.4, all references to “pro rata” means, for any Purchaser electing to exercise its Purchaser Option, the percentage obtained by dividing (x) the principal amount of the Notes purchased by such Purchaser at the Closing by (y) the total principal amount of all of the Notes purchased by each Purchaser exercising its Purchaser Option. Upon the Purchaser Option being exercised, each Purchaser exercising its Purchase Option shall receive a Warrant (the “Additional Warrants”) to purchase a number of shares of Common Stock equal to one hundred percent (100%) of the number of Conversion Shares issuable upon conversion of the Note acquired by such Purchaser pursuant to this Section 1.4. Each such Additional Warrant shall expire five (5) years following the date of issuance thereof and shall have an exercise price per share equal to the Warrant Price. The Purchaser Option shall expire six (6) months following the Effective Date. The Company may cause each Purchaser to exercise its Purchaser Option or forfeit its right to exercise such Purchaser Option in the future upon five (5) business days prior written notice in the event that (A) the average closing price of the Common Stock exceeds $1.00 for a period of twenty (20) consecutive Trading Days (as defined in Section 3.10 hereof), (B) the Common Stock trades at least 100,000 shares for each Trading Day during such twenty (20) consecutive Trading Day period and (C) the Registration Statement has been declared effective by the Commission. Each Purchaser exercising the Purchaser Option shall deliver to the Company an Exercise Form in the form attached hereto as Exhibit D. ...
Additional Investment Right. Each Purchaser shall have the option to purchase from the Company, and the Company shall issue and sell to each such Purchaser who exercises such option up to fifty percent (50%) of the number of Preferred Shares purchased by such Purchaser pursuant to the terms hereof (the “Purchaser Option”). Upon the Purchaser Option being exercised, the Purchaser shall receive a Warrant (the “Additional Warrant”) to purchase a number of shares of Common Stock in accordance with the provisions of Section 1.1(b) hereof. The Purchaser Option shall expire ninety (90) days following the effective date of the registration statement under the Securities Act providing for the resale of the Conversion Shares and the Warrant Shares. Each Purchaser exercising the Purchaser Option shall deliver to the Company an Exercise Form in the form attached hereto as Exhibit D. Within five (5) days of receipt of such Exercise Form, the Company shall deliver to the Purchaser exercising such Purchaser Option a preferred stock certificate evidencing the number of Preferred Shares purchased pursuant to the Purchaser Option (the “Option Shares”) and the Purchaser’s Additonal Warrant.
Additional Investment Right. Upon receipt of the Exchange Consideration (as defined below), JGBWL will transfer, convey and assign all rights and obligations to the AIR under Section 4.13 of the Securities Purchase Agreement to the Company.
Additional Investment Right. To Purchase $____________ of Stated Value of Series B convertible Preferred Stock and Series B Common Stock Purchase Warrants of THIS ADDITIONAL INVESTMENT RIGHT (the "AIR") certifies that, for value received, _____________ (the "HOLDER"), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the "INITIAL EXERCISE DATE") and on or prior to the close of business one year after the first date after which the Company gives notice to the Holder (“Barrel Condition Notice”) upon which the production and sale of hydrocarbons during the immediately preceding 30-day period totals 3,000 barrels (being 42 United States gallons of oil per barrel) from all of those properties acquired by the Holders from Megawest Energy Missouri Corp., a subsidiary of MegaWest Energy Corp., pursuant to that certain Agreement of Purchase and Sale dated as of at or about the date of this certificate. (the "TERMINATION DATE") but not thereafter, to subscribe for and purchase from MegaWest Energy Corp., a corporation continued under the Business Corporations Act (Alberta) (the "COMPANY"), up to $_________ of Stated Value of Series B Convertible Preferred Stock (“SERIES B PREFERRED STOCK”) and receive five (5) Series B Common Stock Purchase Warrants (“SERIES B WARRANTS”), for each such one dollar of Stated Value. The Series B Preferred Stock shall be issued subject to the Certificate of Resolutions of the Series B Preferred Stock annexed hereto as Exhibit A. the Series B Warrants will be issued in the form annexed hereto as Exhibit B.
Additional Investment Right. To Purchase for up to [40% OF NOTE PRINCIPAL] of Principal Amount of convertible Notes and Common Stock Purchase Warrants of: THIS ADDITIONAL INVESTMENT RIGHT (the "AIR") certifies that, for value received, [NAME-REQUIRES COMPLETION], [ADDRESS-REQUIRES COMPLETION], Fax Number: [REQUIRES COMPLETION] (the "HOLDER"), may voluntarily purchase, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the "INITIAL EXERCISE DATE") and on or prior to the close of business twelve (12) months after the date hereof (“EXPIRATION DATE”) with respect to up to $[REQUIRES COMPLETION] of Principal Amount of Notes (“AIR NOTES”) and corresponding amount of Warrants (“AIR WARRANTS”). AIR Warrants to purchase Common Stock will be issued for each share of Common Stock that would be issued on the exercise date of the AIR assuming the complete conversion of the AIR Note on such date at the Conversion Price of the AIR Note then in effect. The AIR Notes and AIR Warrants will be identical to the Notes and Warrants issued pursuant to the Subscription Agreement except that all time effective or time triggered clauses and provisions of the Transaction Documents in so far as they relate to the AIR Note and AIR Warrant shall be determined from the issue date of the AIR Note and AIR Warrant and extend for the corresponding periods and until the corresponding extended termination dates or deadlines as applicable to the Notes and Warrants issuable on the Closing Date, mutatis mutandis. Collectively, the Air Notes and AIR Warrants issuable upon exercise of the AIR are referred to herein as the “AIR SECURITIES”.
Additional Investment Right a. The Purchaser shall have the option to purchase and if such option is exercised, the Company shall sell to the Purchaser exercising such option additional Notes and Warrants for an additional Purchase Amount up to $1,500,000. The option shall expire on the date that is eighteen months from the date hereof. To exercise the option provided for in this subsection 9a the Purchaser shall provide written notice of the exercise of the option to the Company (the “Exercise Notice”) on or before the expiration date, which Exercise Notice shall specify the Purchase Amount of the Purchaser. The subsequent closing shall occur promptly after the date the Exercise Notice is given, but not later than ten Trading Days thereafter (“Subsequent Closing Date”).
Additional Investment Right. (a) Each Purchaser has the right of first refusal to purchase such Purchaser’s Pro Rata Share (as defined below), of all (or any part) of any “New Debt Securities” (as defined below) that the Company or the Parent Company may from time to time issue after the date of this Agreement. A Purchaser’s “Pro Rata Share” for purposes of this additional investment right is the ratio of (a) the aggregate principal amount Notes as to which such Purchaser is the holder (b) the aggregate principal amount of Notes outstanding at the time such New Debt Securities are offered by the Company or the Parent Company, as the case may be. “New Debt Securities” means any debt securities of the Company or the Parent Company, whether now authorized or not, or securities convertible or exchangeable into debt securities of the Company or the Parent Company, as the case may be; provided, however, that New Debt Securities shall not include senior bank term loan financing, a credit facility, or other traditional bank financing provided by a bank or other similar financial institution. NOTE PURCHASE AND SECURITY AGREEMENT
Additional Investment Right. (a) From the date hereof until the 12 month anniversary of the Closing Date, each Purchaser may, in its sole determination, elect to purchase, severally and not jointly with the other Purchasers and, subject to the proviso below, in one or more purchases, in the ratio of such Purchaser’s original Subscription Amount to the original aggregate Subscription Amount of all Purchasers, additional Debentures with an aggregate subscription amount thereof of up to $2,500,000 (for a Principal Amount of $2,800,000) and Warrants in accordance with the calculations in Section 2.2(a)(iv) (such securities, the “Greenshoe Securities” and such right to receive the Greenshoe Securities pursuant to this Section 4.18, the “Greenshoe Rights”).
(b) Any Greenshoe Right exercised by a Purchaser shall close within five (5) Trading Days of a duly delivered exercise notice by the exercising party. Any additional investment in the Greenshoe Securities shall be on terms identical to those set forth in the Transaction Documents, mutatis mutandis. In order to effectuate a purchase and sale of the Greenshoe Securities, the Company and the Purchasers shall enter into a Securities Purchase Agreement identical to this Agreement, mutatis mutandis and shall include updated disclosure schedules.
