Additional Share Issuance. The Company shall have taken all steps necessary to instruct its transfer agent to issue a share certificate to the Investor representing the Additional Shares issued at Closing;
Additional Share Issuance. If at any time Counterparty shall be required to pay any amount in cash to Credit Suisse pursuant to any provision hereunder or under the Agreement (other than pursuant to Section 12.7 or 12.9 of the 2002 Definitions or Section 6(d)(ii) of the Agreement), Counterparty may, upon prior written notice to Credit Suisse, in lieu of making such cash payment to Credit Suisse, issue a number of Shares (“Additional Shares”) with an aggregate value, as determined by the Calculation Agent based on the closing price of the Shares on the Exchange on the immediately preceding Exchange Business Day, equal to the amount of such cash payment plus the aggregate par value of the Additional Shares, in return for a payment of such aggregate par value. The parties acknowledge that any Additional Shares so issued will not be registered for resale under applicable securities laws, and as a result the value thereof so determined by the Calculation Agent will reflect a commercially reasonable illiquidity discount. If, after using commercially reasonable efforts, Credit Suisse cannot sell the Additional Shares so received from Counterparty so as to generate proceeds to Credit Suisse in an amount equal to the amount of the cash payment otherwise owed by Counterparty, Counterparty shall, upon request, issue Additional Shares to Credit Suisse from time to time, in return for a payment of the aggregate par value of such Shares, until such time as the aggregate proceeds from sales effected by Credit Suisse in a commercially reasonable manner of all Additional Shares equals the amount of such cash payment, plus such aggregate par value. Credit Suisse agrees that upon so generating an aggregate amount in proceeds from sales of Additional Shares equal to the amount of such cash payment, plus such aggregate par value, Credit Suisse shall promptly pay to Counterparty any amount of such proceeds in excess of such amount, and tender for repurchase for cancellation to Counterparty any unsold Additional Shares in return for a payment of USD0.01.
Additional Share Issuance. Without limitation to any other rights or remedies of MSK under this Agreement (or otherwise), in the event that Licensee has not secured the Second Raise (including any and all proceeds raised after August 10, 2016) by December 31, 2018, MSK may promptly notify Licensee of its election to take additional Shares in an amount equal to one and one-half percent (1.5%) of the fully diluted share capital of Licensee as of December 31, 2018 (the “Additional Shares”), and in any event, no later than [*]. If MSK elects to take the Additional Shares, Licensee agrees to issue and deliver to MSK the Additional Shares on or before February 28, 2019, (such date, the “Additional Delivery Date”); and MSK’s right to terminate this Agreement pursuant to Section 4.1 shall be [*] immediately following the Additional Delivery Date [*].
Additional Share Issuance. ..10 SECTION 3.02. MARKET FAILURE SHARE ISSUANCE.............................11 SECTION 3.03. OPEN MARKET PURCHASE......................................13
Additional Share Issuance. ............................. 3.01 Agreement................................................. Preamble Antitrust Law............................................. 7.01
Additional Share Issuance. (a) Subject to the conditions set forth in Section 3.01(d), if the number of shares that Acquisition Sub accepts for payment is less than the Maximum Number, the Company shall issue and sell to Acquisition Sub, and Acquisition Sub shall purchase from the Company for cash, a number of shares equal to the difference between (i) the Maximum Number, and (ii) the number of Shares accepted for payment by Acquisition Sub in the Offer (the "ADDITIONAL ISSUED SHARES"), at a price per Share equal to the Offer Price, net to the Company in cash (the "ADDITIONAL SHARE ISSUANCE").
Additional Share Issuance. The parties further acknowledge and agree that in further addition to the GTC Shares and the shares held by the present GTC Shareholders, additional shares will be issued by GTC pursuant to the financing of the JOINT VENTURE by GTC (the "Additional Shares"). Accordingly, the percentage share ownership of the parties will be diluted on a pro-rata basis.
Additional Share Issuance. In the event the Warrant Exercise Price for any ASYM Warrant issued in connection with a loan from ASYM is less than the Conversion Price, the Company will issue to CPP additional shares of Common Stock in an amount equal to (“Adjustment Shares”): [(Total Debt Amount/Warrant Exercise Price) less (Total Debt Amount/Conversion Price)] minus any Adjustment Shares previously issued to CPP hereunder. By way of example only, If the Warrant Exercise Price is $0.20 in connection with the first loan from ASYM and the Total Debt Amount of $1,000,000, then the Adjustment Shares will equal: [($1,000,000/$0.20) - ($1,000,000/$0.25)] - 0 = 1,000,000 shares. If the Warrant Exercise Price is $0.15 in connection with the second loan from ASYM, then the Adjustment Shares will equal: [($1,000,000/$0.15) - ($1,000,000/$0.25)] - 1,000,000 = 1,666,667 shares. If the Warrant Exercise Price is $0.20 in connection with the third loan from ASYM, then the Adjustment Shares will equal: [($1,000,000/$0.20) - ($1,000,000/$0.25)] - 2,666,667 = 0 shares.
Additional Share Issuance. In the event that the Company does not consummate a qualified public offering with gross proceeds of at least $5 million on or before September 30, 2015 (such date, the “Offering Failure Date”), then within 5 Trading Days following the Offering Failure Date, the Company shall issue and deliver to the Purchasers, 200,000 shares of unregistered Common Stock, in the aggregate, or such lesser amount ratably if the aggregate Subscription Amount is less than $2 million. Each Purchaser shall receive such number of shares equal to such number of shares of Common Stock issuable hereunder in the aggregate multiplied by the ratio of (x) such Purchaser’s Subscription Amount and (y) the aggregate Subscription Amounts of all Purchasers.
Additional Share Issuance. The parties acknowledge that Christian Diesveld shall be entitled to sell ordinary shares in the Company at any time prior to the Time of Closing and the HANTIAN Shareholders hereby waive any rights of pre-emption under the Company's articles of association or otherwise in respect of the transfer of such shares. It shall be a condition of any such transfer that any transferee shall adhere to and agree to be bound by the terms of this Agreement as if it were a current Hantian Shareholder. Following any such transfer in compliance with this section Christian Diesveld shall be released of any obligation under this Agreement in respect of the sale of any shares transferred. Any restrictions under this Agreement on the transfer of the Purchased Shares shall be read subject to the rights granted to Christian Diesveld pursuant to this section. Notwithstanding section 9.03 of this Agreement (Confidentiality), Christian Diesveld shall be entitled to disclose the terms of this Agreement and the transaction provided for under it to any potential purchaser of his shares in the Company and their advisers on a confidential basis.
