Additional Offerings of Securities Sample Clauses

Additional Offerings of Securities. The Company shall not seek financing from any third party consisting of an issuance of Equity Securities without the written consent of the Holder (which may be withheld at the Holder's absolute discretion).
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Additional Offerings of Securities. Prior to seeking financing from any third party consisting of an issuance of Equity Securities (the "Proposed Securities") by the Company on or after the date hereof, the Company shall notify the Holders of a description in reasonable detail of the Proposed Securities, the amount proposed to be issued and the consideration the Company desires to receive therefor (the "Notice"), which Notice shall constitute an offer to the Holders with respect to the Proposed Securities on the terms set forth therein. The Holders and the Company shall, for not less than 20 days after receipt of the Notice (unless the Holders earlier indicate that they have no interest in purchasing the Proposed Securities), discuss the possibility of any of the Holders acquiring the Proposed Securities, after which (if any of the Holders has not agreed to purchase the Proposed Securities on the terms set forth in the Notice or such other terms as are mutually acceptable to the Company and such Holder) the Company shall be permitted to seek and obtain third-party investors to acquire the Proposed Securities, provided that the closing of such acquisition by such third-party investor occurs within 90 days from the date of the Notice and provided, further, that the acquisition of the Proposed Securities by such third-party investor is on terms no more favorable to such third-party investor than those terms set forth in the Notice. No Equity Securities shall be issued by the Company to any Person unless the Company has first offered such Equity Securities to the Holders in accordance with this Section 6.11. This Section 6.11 shall not apply to the following issuances of securities: (i) pursuant to an approved employee stock option plan, stock purchase plan, or similar employee benefit program or agreement, where the primary purpose is not to raise equity capital for the Company and (ii) the issuance of Equity Securities as consideration in a business combination approved by each member of the Board of Directors.
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Related to Additional Offerings of Securities

  • MEETINGS OF HOLDERS OF SECURITIES Section 15.1. Purposes for Which Meetings May Be Called................77 Section 15.2. Call, Notice and Place of Meetings.......................77 Section 15.3. Persons Entitled To Vote at Meetings.....................78 Section 15.4. Quorum; Action...........................................78

  • Resales of Securities The Investor represents, warrants and covenants that it will resell Securities purchased or acquired by the Investor from the Company pursuant to this Agreement only pursuant to the Registration Statement in which the resale of such Securities is registered under the Securities Act and the Prospectus contained therein, in a manner described under the caption “Plan of Distribution” in such Registration Statement and Prospectus, and in a manner in compliance with all applicable U.S. federal and applicable state securities laws, rules and regulations.

  • Purchases of Securities PFPC Trust shall settle purchased securities upon receipt of Oral Instructions or Written Instructions that specify:

  • Offering of Securities Neither the Company nor any person acting on its behalf has taken any action (including any offering of any securities of the Company under circumstances which would require the integration of such offering with the offering of any of the Preferred Shares under the Securities Act, and the rules and regulations of the Securities and Exchange Commission (the “SEC”) promulgated thereunder), which might subject the offering, issuance or sale of any of the Preferred Shares to Treasury pursuant to this Agreement to the registration requirements of the Securities Act.

  • Offering of Securities by the Underwriters Upon authorization by the Representatives of the release of the Securities, the several Underwriters propose to offer the Securities for sale upon the terms and conditions to be set forth in the Prospectus.

  • Sales of Securities PFPC Trust shall settle sold securities upon receipt of Oral Instructions or Written Instructions that specify:

  • Purchases and Sales of Securities The Company shall not, and shall use its best efforts to cause its affiliates (as defined in Rule 405 under the 0000 Xxx) not to, purchase and then resell or otherwise transfer any Securities.

  • Acquisition of Securities The Company shall not, and shall cause its Affiliates not to, resell or otherwise dispose of any Securities acquired by them, in the open market or otherwise, and shall, and shall cause its Affiliates to, surrender all such Securities acquired to the Trustee for cancellation.

  • Prior Sales of Securities Except as set forth in the Registration Statement, the Time of Sale Disclosure Package and the Final Prospectus, the Company has not sold or issued any shares of Common Stock during the six-month period preceding the date hereof, including any sales pursuant to Rule 144A under, or Regulations D or S of, the Securities Act, other than shares issued pursuant to employee benefit plans, stock option plans or other employee compensation plans or pursuant to outstanding preferred stock, options, rights or warrants or other outstanding convertible securities.

  • Additional Issuances of Securities (i) For purposes of this Section 4(o), the following definitions shall apply.

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