Future Sales. It is understood that during the period of the proposed Offering, the Company will not sell any equity without GCP's prior written consent which shall not be unreasonably withheld or delayed. Prior to the effective date of the Registration Statement, the Company will cause all of its officers and directors and [greater than 5%] shareholders to enter into an undertaking with GCP pursuant to the terms of which such shareholder will agree he will not sell any shares owned directly or indirectly by him to the public for a time period and according to the plan as defined in Exhibit D from the date of the definitive Prospectus used in the Offering without GCP 's prior written consent.
Future Sales. For a period of 12 months following the Effective Date, the Company shall not sell or otherwise dispose of any securities of the Company without your prior written consent, which consent shall not be unreasonably withheld; provided, however, that the Company may at any time issue shares of Common Stock pursuant to the exercise of the Representative's Warrant, and options, warrants or other convertible securities issued and outstanding prior to the Effective Date and described in the Prospectus, and with respect to any acquisition or joint venture by the Company. In addition, for a period of three years following the First Closing Date, the Company shall not sell or otherwise dispose of any shares of Preferred Stock without your prior written consent. Furthermore, for a period of 18 months from the Effective Date, the Company shall not sell or issue any securities pursuant to Regulation S under the Act without your prior written consent.
Future Sales. Except for the permitted issuances described below, for a period of one (1) year from the Effective Date, the Company shall not sell or otherwise dispose of any Common Stock (or securities convertible into or exercisable for Common Stock) or Preferred Stock of the Company or any subsidiary of the Company without the Representatives' prior written consent. Permitted issuance shall mean shares of Common Stock issuable (i) upon the exercise or conversion of options or warrants specifically contemplated in the Prospectus or provided for in this Agreement, (ii) pursuant to and in order to consummate a merger with or acquisition of an unaffiliated party in a transaction negotiated at arms' length and approved by (A) a majority of the Company's Board of Directors, and (B) all of the non-employee directors; (iii) in a public offering approved by the Representatives, and (iv) pursuant to a private placement, at a price per share, or, with respect to convertible securities and warrants, having an exercise or conversion price, not less than 80% of the average of the closing bid prices of the Common Stock for ten (10) consecutive trading days ending not earlier than three (3) days prior to the date of such sale or on other terms acceptable to the Representatives.
Future Sales. For a period of two years following the First Closing Date, the Company shall not, without Maidstone's prior written consent, issue any shares of Common Stock, Preferred Stock or securities convertible into Common Stock. Notwithstanding the foregoing, the Company may at any time issue shares of Common Stock pursuant to the exercise of the Warrants, the Warrants underlying the Underwriter's Warrants, and options, warrants or conversion rights issued and outstanding on the Effective Date and described in the Prospectus.
Future Sales. The terms of this Agreement will apply to all future sales by Xxxxxxx to Customer (except as to the purchase price of such items) unless such sale is governed by a separate written agreement.
Future Sales. Except for the permitted issuances, for a period of two years from the Effective Date, the Company shall not sell or otherwise dispose of any Common Stock (or securities convertible into or exercisable for Common Stock) or Preferred Stock of the Company or any subsidiary of the Company without the Underwriter's prior written consent. Permitted issuance shall mean shares of Common Stock issuable (i) upon the exercise of options or warrants specifically contemplated in the Registration Statement or provided for in this Agreement, (ii) pursuant to and in order to consummate a merger with or acquisition from an unaffiliated party in a transaction negotiated at arms' length and approved by (A) a majority of the Company's Board of Directors, and (B) all of the non-employee directors; (iii) in a public offering approved by the Underwriter, and (iv) pursuant to a private placement, at a price per share, or, with respect to convertible securities and warrants, having an exercise or conversion price, not less than 90% of the average of the closing bid prices of the Common Stock for ten (10) consecutive trading days ending not earlier than five (5) days prior to the date of such sale or on other terms acceptable to the Underwriter.
Future Sales. For a period of 12 months following the First Closing Date, the Company shall not sell or otherwise dispose of any securities of the Company without your prior written consent, which consent shall not be unreasonably withheld; provided, however, that the Company may at any time issue shares of Common Stock pursuant to the exercise of the Representative's Warrant, and options, warrants or conversion rights issued and outstanding on the Effective Date and described in the Prospectus. In addition, for a period of two years following the First Closing Date, the Company shall not sell or otherwise dispose of any shares of Preferred Stock without your prior written consent. Additionally, for a period of 24 months following the First Closing Date, the Company shall not issue or sell any securities pursuant to Regulation D or Regulation S under the Act without your prior written consent, which consent shall not be unreasonably withheld.
Future Sales. Buyer agrees to split with Seller, the net profits of any sale to a third-party (a party not related or affiliated with Buyer) that closes within twenty-four (24) months of the Closing Date hereof. For purposes hereof, if any such sale closes within 24 months of the Closing Date hereof, net profits of sale" shall mean fifty percent (50%) of that amount of the selling price actually received by Buyer in excess of the amount of $1,700,000.00, less the expenses of sale and any additional amounts expected by Buyer from and after the Closing to maintain, repair or improve the Property.
Future Sales. (a) Each Management Investor understands and agrees that 399 Venture may in the future transfer, subject to the terms and conditions of this Agreement, shares of Common Stock to a third party. In addition, future investors in the Company may receive debt securities or preferred stock senior in liquidation preference and dividend payment rights, with a higher dividend rate or other terms more favorable than those of the Securities.
(b) Each Management Investor understands and agrees that 399 Venture may elect to transfer, in whole or in part, the $10,000,000 subordinated note issued to 399 Venture on the Closing Date (the "Subordinated Note"), and 399 Venture shall have the right to transfer the Subordinated Note, in whole or in part, to any Person. In connection with such transfer, 399 Venture may elect to have the Company repurchase part or all of the Subordinated Note and reissue the aggregate amount so repurchased to such Person designated by 399 Venture, either as shares of Series A Preferred Stock or as an additional Subordinated Note, as 399 Venture may designate in writing. No Tag-Along Rights of any Investors shall apply to the transactions described in this Section 4.10(b) with respect to transaction with Affiliates of 399 Venture.
(c) Each Management Investor understands and agrees that in the future, in addition to the provisions of Section 4.10(b), 399 Venture may elect to transfer, in whole or in part, the equity or debt securities held by 399 Venture, and 399 Venture may elect to so transfer such securities by requiring the Company (i) to repurchase or redeem the securities designated by 399 Venture to be repurchased or redeemed and (ii) to reissue to such Person or Persons designated by 399 Venture in writing the aggregate amount so repurchased or redeemed by the Company from 399 Venture. No Tag-Along Rights of any Investors pursuant to Section 5.8 shall apply to the foregoing transfers; however, to the extent that the Persons designated by 399 Venture in the foregoing clause (ii) are not an Affiliate of 399 Venture or any fund organized by an Affiliate of 399 Venture, each Investor who would have been a Tag-Along Rights Holder had Section 5.8 applied to the foregoing transactions shall have the right to require 399 Venture to purchase that number of shares of Common Stock from such Investor as 399 Venture would have been required to include in the transfer had the transfer been subject to Section 5.8.
Future Sales. It is understood that during the period of the proposed Offering and for one hundred eighty (180) days from the date of this agreement, the Company will not sell any equity or long-term debt securities without the Placement Agents prior written consent, which may not be unreasonably withheld.
