Future Issuances. To RELP's actual knowledge, there are not at the date of this Agreement any existing options, warrants, calls, subscriptions, convertible securities, or other rights, agreements or commitments which obligate RELP to issue, transfer or sell any RELP Interests. After the Effective Time, AIP will have no obligation to issue, transfer or sell any RELP Interest.
Future Issuances. For so long as Xxxxx Xxxxxx is an officer or director of the General Partner, if the Partnership issues any additional Common Units or any other Common Voting Security, the Partnership shall automatically issue, for no additional consideration, an additional number of Class A Units to the Class A Unitholders (and if more than one Class A Unitholder exists at such time, pro rata in accordance with their respective Class A Unit ownership at such time), necessary for each Class A Unitholder to maintain a voting interest with respect to such Class A Units that the Class A Units represent in relation to the aggregate voting interest of the Common Units and other Common Voting Securities immediately prior to such Common Unit or other Common Voting Security issuance. The provisions of this Section 5.16(b)(iv)(B) shall terminate at such time as Xxxxx X. Xxxxxx ceases to be an officer or director of the General Partner; provided, that for the avoidance of doubt, all Class A Units Outstanding at such time shall be unchanged and remain outstanding.
Future Issuances. (1) If the Company or any subsidiary thereof, as applicable with respect to Common Stock Equivalents (as defined below), at any time while this Warrant is outstanding, shall issue shares of Common Stock or rights, warrants, options or other securities or debt that are convertible into or exchangeable for shares of Common Stock (“Common Stock Equivalents”), entitling any Person to acquire shares of Common Stock at a price per share less than the Exercise Price (subject to equitable adjustment for stock splits, recombinations and similar transactions) (if the holder of the Common Stock or Common Stock Equivalent so issued shall at any time, whether by operation of purchase price adjustments, reset provisions, floating conversion, exercise or exchange prices or otherwise, or due to warrants, options or rights issued in connection with such issuance, be entitled to receive shares of Common Stock at a price less than the Exercise Price, such issuance shall be deemed to have occurred for less than the Exercise Price), then, at the option of the Holder, the Exercise Price shall be multiplied by a fraction, the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to the issuance of such shares of Common Stock or such Common Stock Equivalents plus the number of shares of Common Stock which the offering price for such shares of Common Stock or Common Stock Equivalents would purchase at the Exercise Price, and the denominator of which shall be the sum of the number of shares of Common Stock outstanding immediately prior to such issuance plus the number of shares of Common Stock so issued or issuable. For purposes hereof, all shares of Common Stock that are issuable upon conversion, exercise or exchange of Common Stock Equivalents shall be deemed outstanding immediately after the issuance of such Common Stock Equivalents. Such adjustment shall be made whenever such shares of Common Stock or Common Stock Equivalents are issued. The Company shall notify the Holder in writing, no later than the Trading Day following the issuance of any Common Stock or Common Stock Equivalent subject to this section, indicating therein the applicable issuance price, or of applicable reset price, exchange price, conversion price and other pricing terms.
(2) If, at any time while this Warrant is outstanding, the Company or any Subsidiary issues Common Stock Equivalents with an Effective Price or a number of underlying shares that floats or resets or...
Future Issuances. The Company may in the future issue additional preferred stock, senior debt, subordinated debt, and/or Common Stock and/or options, warrants, or other rights to acquire preferred stock, senior debt, subordinated debt, and/or Common Stock.
Future Issuances. The Borrower shall give the Agent, the Lenders, the Loan Administrator and the Board not less than five Business Days' prior written notice of any anticipated Future Issuance and upon receipt by the Borrower or any of its Subsidiaries of the proceeds of such Future Issuance, the Borrower shall prepay the Loan in the manner provided below in an amount equal to the applicable amount of such proceeds, net of any reasonable and customary brokers' and advisors' fees, any underwriting discounts and commissions and other costs incurred in connection with such transaction (provided that evidence of such fees, discounts, commissions and costs is provided to the Board and the Agent) ("Net Issue Proceeds"); provided, that, the Borrower shall not be obligated to so prepay the Loan if and to the extent that (i) the proceeds are from ARE Acquisition Financing, or (ii) the Borrower applies such proceeds from an issuance or incurrence of Permitted Refinancing Indebtedness to repay the then outstanding principal amount of the refinanced Old Indebtedness and to pay accrued and unpaid interest, premiums and fees thereon; or (iii) the Future Issuance is an incurrence of Indebtedness for the sole purpose of repaying existing Indebtedness that is required to be repaid under the terms of the existing Indebtedness that (x) require prepayment because of any law that has made it illegal for the lender thereof to continue to maintain the existing Indebtedness or (y) permit prepayment in the event of the imposition of increased costs, withholding taxes or other similar amounts (after required mitigation efforts have not been successful) or similar occurrences or conditions; and provided, further, that, (iv) with respect to each Future Issuance of Capital Stock, the Borrower shall be obligated to prepay the Loan only in an amount equal to 60% of the Net Issue Proceeds therefrom, (v) with respect to each incurrence of Indebtedness from which the Net Issue Proceeds will be applied to refinance ARE Acquisition Financing or Indebtedness that refinanced ARE Acquisition Financing, but which does not satisfy all of the applicable conditions set forth in the definition of Permitted Refinancing Indebtedness, the Borrower shall be obligated to prepay the Loan in an amount equal to (A) 25% of the Net Issue Proceeds therefrom, plus (B) each dollar in excess of such 25% amount that is not used to refinance such Indebtedness, up to a maximum amount 75% of such Net Issue Proceeds, except that if the...
Future Issuances. All issuances of Equity Securities of the Company shall be subject to paragraph (ii) of Part A of Article VI of the PubCo Charter.
Future Issuances. Borrower covenants and agrees that it will not during the term of this Agreement issue any of its equity securities (a “Future Issuance”) except if (i) Borrower issues equity securities in a capital raising offering with proceeds sufficient to repay the Notes and the Notes are repaid in full simultaneously with the closing of such offering, or (ii) Borrower causes sufficient additional shares of its common stock, or securities convertible into its common stock without additional consideration, to be delivered under the Pledge Agreement to the Collateral Agent for the Buyers such that the aggregate number of Pledged Shares as a percentage of the total number of shares of capital stock (on an as-converted-into-common-stock basis) of Borrower outstanding (the “Pledged Percentage”) as of the date of such Future Issuance equals the Pledged Percentage as of the date hereof, which is approximately 100%. Capitalized terms used in this Section 3.18 and not otherwise defined in this Agreement shall have those meanings given to them in the Pledge Agreement.
Future Issuances. If Canada requests that the Exchange Rate Agent perform any Exchange Rate Determinations or Currency Conversions other than as specified in subparagraphs (a) or (b) of Section 2 above, then Canada shall notify the Exchange Rate Agent and give a description of the Notes, including the applicable formula or formulas, or other requirements to the Exchange Rate Agent. The Exchange Rate Agent shall determine if it is able and willing to make such Exchange Rate Determinations or Currency Conversions, as the case may be, and upon its agreement in writing to do so, the terms “Exchange Rate Determination” and “Currency Conversions” shall be deemed to include the determination of such applicable rate of exchange or conversion of such Currency, as the case may be. If the Exchange Rate Agent notifies Canada that it is not able or willing to make such Exchange Rate Determinations or Currency Conversions, as the case may be, or that it is only willing to do so on the basis of an increase of its fees not acceptable to Canada, the Exchange Rate Agent shall have no responsibility with respect to such determination or conversion, as the case may be, and Canada shall appoint a different exchange rate agent to make such determination or conversion.
Future Issuances. Until the consummation of a Qualified Public Offering, all securities of the Company hereafter acquired by the Investors shall be granted the same rights and privileges afforded the Investors under this Agreement and the Related Agreements.
Future Issuances. The Company agrees that it shall be a condition of its issuance of any additional Common Stock (or securities convertible into or exercisable or exchangeable for Common Stock) pursuant to any employee benefit plan (other than the issuance of additional shares of Common Stock upon exercise of options outstanding as of the date hereof) that the person receiving such securities, if after receipt thereof such person beneficially owns in excess of 1% of the outstanding shares, to agree not to effect any public sale or distribution of equity securities of the Company, including any public sale pursuant to Rule 144 under the Securities Act, or any securities convertible into or exchangeable or exercisable for such securities, during the period commencing thirty days prior to and ending 90 days after the effective date of any underwritten demand registration or any underwritten piggyback registration under the Registration Rights Agreement.
