Financing the Company. On or before March 31, 2007, Company shall raise at least Fifteen Million Dollars ($15,000,000) from investors which may include CytRx Corporation (the “Initial Financing”) or this Agreement automatically terminates, and Company shall pay University Seventy-Five Thousand Dollars ($75,000) due April 1, 2007 (payable only once under the Companion UMass License Agreements). However, if Company demonstrates to the reasonable satisfaction of University that, on March 31, 2007, investors are performing due diligence for, or, in the case of CytRx Corporation, is otherwise taking actions that are reasonably likely to result in, the financing of Company of at least $15,000,000, University grants Company a thirty (30) day extension from March 31, 2007, to fulfill the financing obligation set forth in this Subsection 3.1(a). If Company can demonstrate to the reasonable satisfaction of University that investors are performing due diligence for, or, in the case of CytRx Corporation, is otherwise taking actions that are reasonably likely to result in, the financing of Company of at least $15,000,000, Company shall be granted up to two additional thirty (30) day extensions to fulfill the financing obligation by paying to University Twenty-Five Thousand Dollars ($25,000) each on the last day of the previous extension. The extension fees are non-refundable but creditable to the upfront license fee.
Financing the Company. 10.1 The Business and the business of each Indirect Investment Vehicle shall be financed initially by the proceeds of the Share subscriptions referred to in Schedule 3, together with funding provided pursuant to any Finance Agreements, provided that if the Company is required to make any additional payment under clause 3.3(a)(ii), 3.3(b)(ii), 3.6(a) or 3.6(c) or paragraph 7 of Schedule 6 of the Sale and Purchase Agreement, then the Shareholders shall fund such additional payment by way of a subscription for additional Shares in accordance with this clause 10.
10.2 Subject to clause 10.1, the Shareholders are not obliged to provide any further funding in addition to their Share subscriptions, but may do so if both Shareholders agree on a project by project basis. Any additional funding shall be provided by the Shareholders pro rata to their Shares unless the Shareholders otherwise agree and shall be subject to the terms of this agreement.
10.3 In the event that the Shareholders agree (or are required) to provide additional funding, the Shareholders shall each either execute and deliver to the Company a subscription for additional Shares for the agreed amount of the additional funding or execute and deliver to the Company loan agreements for the amount of any loans to be made available by them to the Company. The Shareholders agree to make such amendments to this agreement as may be necessary to give effect to the fact that they have agreed to provide additional funding by way of loans.
10.4 All Shares to be issued pursuant to clauses 10.2 and 10.3 shall be a nominal amount of Shares in the agreed proportions (as set out in clause 10.2) issued at a premium and all Shares to be issued to Xxxxxxx shall be A Shares and all Shares to be issued to RTPUK shall be B Shares.
10.5 The Shareholders shall procure that upon receipt of the subscription for Shares and subscription proceeds (in cleared funds) pursuant to clause 10.2 to 10.4 inclusive that the Company issue such Shares in accordance with the terms of this agreement and the Articles.
Financing the Company. 2.1 The Company will be funded through the advance payment from private clients of the Business for the delivery of services. For the avoidance of any doubt, Shareholders will not be funding the company with public funds.
2.2 Individual costs associated with the delivery of services under the Service Contracts will be borne by the income received from the Service Contracts.
2.3 Any additional operating costs will be borne by the Company.
2.4 Any operational savings will be dealt with in accordance with the Business Plan.
2.5 If the Company requires finance or debt funding in addition to that already provided pursuant to this Agreement, it shall endeavour to seek and obtain such debt funding or finance for such amount and on such terms from third party sources as set out in the Business Plan or as otherwise determined by the Shareholders. Such further finance may be by way of grants or borrowing from a third party subject to compliance of the Reserved Matters.
Financing the Company. Unless otherwise agreed by the Shareholders (with respect to Shareholders only) and save as expressly provided by this Agreement or as required by law, neither Shareholder nor the Escrow Agent is obliged to contribute to the working capital of the Company, whether by further subscription for shares or by loans or otherwise.
Financing the Company. University acknowledges that Company is a public company, Company shall maintain adequate financial resources to fulfill their diligent development obligations under this Agreement.
Financing the Company. On and from the date of execution of this Amendment, Section 6.1 of the Shareholders Agreement shall be amended to read and shall stand in its entirety as follows:
Financing the Company. The Company (and any other Group Company through the Company) shall be financed:
(a) initially from the Company's working capital reserves;
(b) second, unless debt is available on more favourable terms under Section 6.1(c), additional debt is to be provided by the Shareholders to the Company in proportion to their Percentage Interests and in accordance with the funding request procedures set out in Section 6.2; and
(c) third, additional debt is to be provided from borrowings from the Person offering the Company the best available terms as determined by the management of the Company and approved by the Board.
Financing the Company. Section 7.1 Funding of Costs. 17 Section 7.2 Future Financings and Pre-emptive Rights. 17
Financing the Company. 5.1 The parties envisage that the initial working capital of the Company shall be made up of either equity subscribed by the Holding Company or loans made to it by Harrow Council.
5.2 If it requires any additional finance, Harrow Council may (at its entire discretion) provide a loan facility to the Company on terms to be agreed between the parties.
Financing the Company. 11.1 Interest rate determined by Company
