Covenants of the Company and the Investor. 4.1 Corporate Actions for the Issuance of the Shares and Performance of Other Obligations. Prior to the Closing, the Company shall take all corporate actions necessary or appropriate to validly issue, sell and deliver the Shares to the Investor in accordance with the terms of this Agreement. The Company shall ensure that the terms set forth on Schedule A attached will be duly and promptly incorporated into the Company’s organizational documents and other agreements with stockholders, as applicable, and shall promptly share such executed documentation with the Investor.
Covenants of the Company and the Investor. 4.1 The Company agrees with the Investor that it will:
Covenants of the Company and the Investor. 2.1 COVENANTS OF THE COMPANY
Covenants of the Company and the Investor. 6.1. Capital Contribution by the Investor. The Investor shall make capital contributions into the Company (in the form of the subscription of the Series A Shares or otherwise) in the aggregate amount of US$13,110,400 to enbable the Company to fund its obligations under the Loan Agreement and the Founder Note Purchase Agreement.
Covenants of the Company and the Investor. (a) The Company and the Investor hereby covenant and agree: (i) that the Company and the Investor shall comply with all of the terms and conditions of the Investment Agreement, including but not limited to the Company's covenants in Section 5(a) of the Investment Agreement, (ii) that the Investment Agreement shall not be amended without the prior written consent of Marsala, (iii) whenever the Investment Agreement provides for the written consent of all of the parties to the Transaction Documents, as such term is defined in the Investment Agreement, that Marsala shall be a required party and (iv) no representation, warranty, condition, covenant or agreement contained in the Transaction Documents of either the Company or the Investor shall be waived, amended or modified without the prior written consent of Marsala.
Covenants of the Company and the Investor. Participation Rights . If the Investor does not lead the next equity financing round for the Company, whether (a) because the Investor was unable to arrange a syndicate, (b) an offered financing was not accepted by the Company or (c) any other reason, then, the Company will use commercially reasonable efforts to permit the Investor to invest fifteen percent (15%) (or greater if mutually agreed) of each subsequent equity financing over the two (2) years following the Closing Date at the same time and on the same terms as other investors in such financing, subject to Nasdaq and U.S. securities laws limitations, if any. To the extent practical under the circumstances, the Company will use commercially reasonable efforts to provide the Investor with a written notice (the "Participation Notice"), which the Company will use commercially reasonable efforts to provide not less than ten (10) Business Days prior to the expected date of the closing of such financing, which notice shall set forth in reasonable details, to the extent then known, the material terms of such financing, the expected date of the closing of such financing and, unless the Company is restricted from doing so, identities of the other investors. If the Investor indicates a desire to participate in such financing in writing, the Company will also use commercially reasonable efforts to keep the Investor reasonably informed of material developments in such financing and will instruct any placement agent, underwriter or broker hired by the Company to use commercially reasonable efforts to permit the Investor to participate in such financing as described above if so desired by the Investor. The Investor will keep strictly confidential, and not use for any purpose other than evaluating its participation in such financing, any information provided to it by the Company hereunder. Without limiting the foregoing, in no event will Investor contact any proposed investor identified to the Investor hereunder with respect to a proposed investment in the Company. The Investor's right under this Section 4.1 will terminate if the Investor chooses not to participate in any such financing. Director Seat . The Company will promptly as practicable add a person designated by the Investor in writing, who is reasonably acceptable to the Company, to the Board of Directors and cause the Board of Directors to take all necessary actions to effect such appointment, if each of the following conditions has been satisfied: (a) ...
Covenants of the Company and the Investor
