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. 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. 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. (a) On or prior to the date which is one year following the Closing Date, upon the terms and subject to the conditions set forth in this Section 2.4, each Purchaser shall have the right to purchase at any time and from time to time up to such Purchaser’s Pro Rata Share of an additional $1,200,000 in aggregate principal amount of Debentures, on the same terms and conditions as applicable to the purchase and sale of Debentures on the Closing Date (“AIR Purchase”), on or prior to the tenth (10th) Business Day following delivery of a written notice (“AIR Notice”) from such Purchaser to the Company electing to exercise its purchase or sale rights under this Section 2.4, which AIR Notice shall specify the aggregate principal amount of Debentures to be purchased (“AIR Amount”) and the date (“AIR Closing Date”) on which such purchase and sale shall occur within such 10-Business Day period (“AIR Closing”). Any Purchaser may transfer its rights under this paragraph to any other Purchaser or any affiliate of a Purchaser.
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 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 for an additional Purchase Amount up to $100,000, upon the same terms as the Note purchased herein. The option shall expire on the date that is twelve 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. “
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”).
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 $900,000 (for a Principal Amount of $1,008,000) and Warrants in accordance with the calculations in Section 2.2 (such securities, the “Greenshoe Securities” and such right to receive the Greenshoe Securities pursuant to this Section 4.18, the “Greenshoe Rights”); provided, however, that, for purposes of clarity, Greeshoe Securities shall not include the Shares and Greenshoe Rights shall not include the right to receive any Shares. Other than the exclusion of the Shares, the Greenshoe Securities shall be identical to the Securities.
