Consent to Stock Repurchase Sample Clauses

Consent to Stock Repurchase. Notwithstanding the provisions of Section 7.6 of the Loan and Security Agreement, Bank hereby consents to the repurchase of common stock from existing stockholders after the first closing of Borrower’s Series B Preferred Stock financing led by Savano Capital Partners II, LP (the “Series B Financing”) in an aggregate amount not to exceed the amount of cash proceeds from closings of the Series B Financing, and in any event not to exceed $5,000,000 in the aggregate.
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Consent to Stock Repurchase. Notwithstanding the --------------------------- provisions of Section 9.9 of the Credit Agreements, the Bank hereby consents to the Company's repurchase of common stock for an aggregate purchase price not to exceed $2,500,000 between the date hereof and December 31, 1998. The Bank hereby acknowledges that use of Revolving Credit Advances for such purpose will constitute use of the Revolving Credit Advances for corporate purposes pursuant to Section 2.11 of the Credit Agreements; provided, however, that in no event -------- ------- shall any such repurchases be made if a Default shall have occurred and continues to exist.
Sample 1
Consent to Stock Repurchase. Each of the Lenders hereby consents to the use of up to $120,000,000 of the proceeds of the Transaction to repurchase shares of the Borrower's common stock PROVIDED that such repurchase is made in compliance with all applicable Legal Requirements.
Sample 1
Consent to Stock Repurchase. Lenders previously consented to Borrower's purchase of its stock from third-party shareholders up to Five Million Two Hundred Fifty Thousand Dollars ($5,250,000) in the Third Amendment dated November 24, 2000 among Agent, Lenders and Borrower ("Third Amendment"). Borrower has requested that such amount be increased to Six Million One Hundred Thousand Dollars ($6,100,000). Lenders hereby consent to Borrower's purchase of its stock, provided that (i) the aggregate purchase price of all stock so purchased (including stock previously purchased pursuant to the consent contained in the Third Amendment), shall not exceed $6,100,000; and (ii) Borrower shall not breach any financial covenant set forth in Section 9.3.1 of the Credit Agreement as a result of Borrower's payment of the purchase price for such stock.
Sample 1
Consent to Stock Repurchase. The Majority Lenders hereby consent to the purchase by the Parent of its Capital Stock in one or more transactions which, due solely to non-satisfaction of the condition specified by clause (c) of the definition of Permitted Stock Repurchases, but for this Amendment would not constitute Permitted Stock Repurchases, provided, that (a) the aggregate purchase price for all shares in such purchases shall not exceed $15,000,000 and (b) except for the conditions specified in clause (c) of the definition of Permitted Stock Repurchase, all conditions for each such purchase pursuant to the Credit Agreement shall have been met at the time of each such purchase; provided further, that all such purchases in conformance with the requirements of this Section 2.2 shall be included as Permitted Stock Repurchases for all purposes of the Credit Agreement.
Sample 1
Consent to Stock Repurchase. In the Third Amendment dated November 24, 1999 among Agent, Lenders and Borrower ("Third Amendment"), Lenders previously consented to Borrower's purchase of its stock from third-party shareholders in an amount not to exceed Five Million Two Hundred Fifty Thousand Dollars ($5,250,000). In the Fourth Amendment dated November 17, 2000 among Agent, Lenders and Borrower ("Fourth Amendment"), Lenders consented to an increase of such amount to Six Million One Hundred Thousand Dollars ($6,100,000). Borrower has requested that Lender consent to additional purchases of Borrower's stock. Notwithstanding the provisions of Section 9.2.16 to the contrary, Lenders hereby consent to Borrower's purchase of its stock from third-party shareholders in an amount not to exceed Four Million Six Hundred Seventy Five Thousand Dollars ($4,675,000); provided: (i) that the aggregate amount of all such stock held by Borrower (including stock previously purchased), does not exceed Twelve Million Nine Hundred Ten Thousand Dollars ($12,910,000) and (ii) after giving effect to such purchase, Borrower is in compliance with each of the financial covenants set forth in Section 9.3.1 of the Credit Agreement.
Sample 1
Consent to Stock Repurchase. Agent and the Lenders hereby consent to the Stock Repurchase and agree that the Stock Repurchase shall not constitute a prohibited Distribution under the Loan Agreement so long as: (i) no Default or Event of Default exists at the time the Stock Repurchase is consummated or would occur as a result of the Stock Repurchase; and (ii) for the period of 30 days prior to the Stock Repurchase (or such lesser period from the date of the Disclosed Sale if the Stock Repurchase is consummated less than 30 days after the Disclosed Sale) Borrowers have maintained Excess Availability of not less than $25,000,000 and after giving effect to the Stock Repurchase Borrowers have Excess Availability of not less than $25,000,000.
Sample 1
AutoNDA by SimpleDocs
Consent to Stock Repurchase. Borrowers have informed Agent and Lenders that Tropical desires to repurchase at market price common stock of Tropical in one or more transactions in an aggregate amount not to exceed $5,000,000 (the "Stock Repurchase"). The Stock Repurchase requires the prior written consent of Agent and Lenders under Sections 10.2.7 and 10.2.10 of the Loan Agreement. For so long as no Event of Default exists and no Out-of-Formula Condition exists on the date of any Stock Repurchase transaction, Agent and Lenders hereby consent to the Stock Repurchase and agree that the Stock Repurchase will not constitute an Event of Default under (or as defined in) the Loan Agreement.
Sample 1

Related to Consent to Stock Repurchase

  • Stock Repurchase 30 2.37 Disclosure.................................................. 30 2.38

  • Stock Repurchases If a Default or Event of Default exists and is continuing or would be caused thereby, the Borrower shall not make any payment (whether in cash, securities or other Property), including any sinking fund or similar deposit, for the purchase, redemption, retirement, defeasance, acquisition, cancellation or termination of any of its Capital Stock or any option, warrant or other right to acquire any such Capital Stock other than the repurchase of warrants or stock in an aggregate amount not to exceed $100,000,000 during the term of this Agreement.

  • Obligations to or by Stockholders Except as disclosed in the Parent SEC Documents, the Parent has no Liability or obligation or commitment to any stockholder of Parent or any Affiliate or “associate” (as such term is defined in Rule 405 under the Securities Act) of any stockholder of Parent, nor does any stockholder of Parent or any such Affiliate or associate have any Liability, obligation or commitment to the Parent.

  • Release of Shares From Repurchase Option (a) 25% of the Shares shall be released from the Company’s repurchase option one year after the date of this Agreement, 25% of the Shares shall be released from the Company’s repurchase option two years after the date of this Agreement, 25% of the Shares shall be released from the Company’s repurchase option three years after the date of this Agreement, and the remaining 25% of the Shares shall be released from the repurchase option four years after such date, subject to Director continuing to be a Service Provider on such dates.

  • Certain Repurchases of Common Stock In case the Company effects a Pro Rata Repurchase of Common Stock, then the Exercise Price shall be reduced to the price determined by multiplying the Exercise Price in effect immediately prior to the Effective Date of such Pro Rata Repurchase by a fraction of which the numerator shall be (i) the product of (x) the number of shares of Common Stock outstanding immediately before such Pro Rata Repurchase and (y) the Market Price of a share of Common Stock on the trading day immediately preceding the first public announcement by the Company or any of its Affiliates of the intent to effect such Pro Rata Repurchase, minus (ii) the aggregate purchase price of the Pro Rata Repurchase, and of which the denominator shall be the product of (i) the number of shares of Common Stock outstanding immediately prior to such Pro Rata Repurchase minus the number of shares of Common Stock so repurchased and (ii) the Market Price per share of Common Stock on the trading day immediately preceding the first public announcement by the Company or any of its Affiliates of the intent to effect such Pro Rata Repurchase. In such event, the number of shares of Common Stock issuable upon the exercise of this Warrant shall be increased to the number obtained by dividing (x) the product of (1) the number of Shares issuable upon the exercise of this Warrant before such adjustment, and (2) the Exercise Price in effect immediately prior to the Pro Rata Repurchase giving rise to this adjustment by (y) the new Exercise Price determined in accordance with the immediately preceding sentence. For the avoidance of doubt, no increase to the Exercise Price or decrease in the number of Shares issuable upon exercise of this Warrant shall be made pursuant to this Section 13(D).

  • Conditions to Obligation of Parent to Effect the Merger The obligation of Parent to effect the Merger is further subject to the fulfillment (or the waiver by Parent) at or prior to the Effective Time of the following conditions:

  • Reclassification, Consolidation, Purchase, Combination, Sale or Conveyance If, at any time while the Warrants are outstanding, (i) the Company, directly or indirectly, in one or more related transactions effects any merger or consolidation of the Company with or into another person, (ii) the Company, directly or indirectly, effects any sale, lease, license, assignment, transfer, conveyance or other disposition of all or substantially all of its assets in one or a series of related transactions, (iii) any, direct or indirect, purchase offer, tender offer or exchange offer (whether by the Company or another person) is completed pursuant to which holders of Common Stock are permitted to sell, tender or exchange their shares for other securities, cash or property and has been accepted by the holders of 50% or more of the outstanding Common Stock, (iv) the Company, directly or indirectly, in one or more related transactions effects any reclassification, reorganization or recapitalization of the Common Stock or any compulsory share exchange pursuant to which the Common Stock is effectively converted into or exchanged for other securities, cash or property, or (v) the Company, directly or indirectly, in one or more related transactions consummates a stock or share purchase agreement or other business combination (including, without limitation, a reorganization, recapitalization, spin-off or scheme of arrangement) with another person whereby such other person acquires more than 50% of the outstanding shares of Common Stock (not including any shares of Common Stock held by the other person or other persons making or party to, or associated or affiliated with the other persons making or party to, such stock or share purchase agreement or other business combination) (each a “Fundamental Transaction”), then, upon any subsequent exercise of a Warrant, each Holder shall have the right to receive, for each Warrant Share that would have been issuable upon such exercise immediately prior to the occurrence of such Fundamental Transaction, the same amount and kind of securities, cash or property, if any, of the successor or acquiring corporation or of the Company, if it is the surviving corporation, and any additional consideration (the “Alternate Consideration”) receivable as a result of such Fundamental Transaction by a holder of the number of shares of Common Stock for which each Warrant is exercisable immediately prior to such Fundamental Transaction. For purposes of any such exercise, the determination of the Exercise Price shall be appropriately adjusted to apply to such Alternate Consideration based on the amount of Alternate Consideration issuable in respect of one share of Common Stock in such Fundamental Transaction, and the Company shall apportion the Exercise Price among the Alternate Consideration in a reasonable manner reflecting the relative value of any different components of the Alternate Consideration. If holders of Common Stock are given any choice as to the securities, cash or property to be received in a Fundamental Transaction, then the Holder shall be given the same choice as to the Alternate Consideration that such Holder receives upon any exercise of each Warrant following such Fundamental Transaction. The Company shall cause any successor entity in a Fundamental Transaction in which the Company is not the survivor (the “Successor Entity”) and for which stockholders received any equity securities of the Successor Entity, to assume in writing all of the obligations of the Company under this Warrant Agreement in accordance with the provisions of this Section 4.3 pursuant to written agreements and shall, upon the written request of such Holder, deliver to such Holder in exchange for the applicable Warrants created by this Warrant Agreement a security of the Successor Entity evidenced by a written instrument substantially similar in form and substance to the Warrants which are exercisable for a corresponding number of shares of capital stock of such Successor Entity (or its parent entity), if any, plus any Alternate Consideration, receivable as a result of such Fundamental Transaction by a holder of the number of shares of Common Stock for which the Warrants are exercisable immediately prior to such Fundamental Transaction, and with an exercise price which applies the Exercise Price hereunder to such shares of capital stock, if any, plus any Alternate Consideration (but taking into account the relative value of the shares of Common Stock pursuant to such Fundamental Transaction and the value of such shares of capital stock, such number of shares of capital stock and such exercise price being for the purpose of protecting the economic value of such Warrant immediately prior to the consummation of such Fundamental Transaction). Upon the occurrence of any such Fundamental Transaction the Successor Entity shall succeed to, and be substituted for (so that from and after the date of such Fundamental Transaction, the provisions of this Warrant Agreement and the Warrants referring to the “Company” shall refer instead to the Successor Entity), and may exercise every right and power of the Company and shall assume all of the obligations of the Company under this Warrant Agreement and the Warrants with the same effect as if such Successor Entity had been named as the Company herein and therein. The Company shall instruct the Warrant Agent to mail, by first class mail, postage prepaid, to each Holder, written notice of the execution of any such amendment, supplement to this Warrant Agreement and/or the Warrants or other agreement. Any such amendment, supplement or other agreement entered into by the Successor Entity shall provide for adjustments, which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Section 4. The Warrant Agent shall be under no responsibility to determine the correctness of any provisions contained in such amendment, supplement or other agreement relating either to the kind or amount of securities or other property receivable upon exercise of the Warrants or with respect to the method employed and provided therein for any adjustments and shall be entitled to rely upon the provisions contained in any such amendment, supplement or other agreement. The provisions of this Section 4.3 shall similarly apply to successive reclassifications, changes, consolidations, mergers, sales and conveyances of the kind described above.

Time is Money Join Law Insider Premium to draft better contracts faster.