Initial Subscription Amount; Rights Offering Sample Clauses

Initial Subscription Amount; Rights Offering. (a) Subject to the terms and conditions hereof, each Backstop Party hereby irrevocably subscribes for and purchases (on a several and not a joint basis), on the Effective Date, its Backstop Commitment Percentage of fifty percent (50.00%) of the New Money Investment Amount (such Backstop Party’s “Initial Subscription Amount”). With respect to each Backstop Party, (x) the Term Percentage of the aggregate amount for which such Backstop Party subscribed pursuant to this Section 2.1(a) shall be allocated to the loans to be provided under the New First Lien Term Loan Agreement, (y) the ABL Percentage of the aggregate amount for which such Backstop Party subscribed pursuant to this Section 2.1(a) shall be allocated to commitments under the New ABL Revolver, and (z) the Equity Percentage of the aggregate amount for which such Backstop Party subscribed pursuant to this Section 2.1(a) shall be allocated to the purchase of shares of New Preferred Equity Interests at a price per share equal to the Rights Offering Price. The rights and obligations in respect of the Initial Subscription Amount (the “Initial Subscription Right”) may not be sold, transferred, or assigned, provided that each Backstop Party may assign its Initial Subscription Right (or portion thereof) to a Qualified Affiliate of such Backstop Party which executes a joinder to this Agreement pursuant to which such Qualified Affiliate shall agree in writing to be bound by the representations, warranties, covenants and obligations of such transferring Backstop Party under this Agreement and the RSA, and shall make the representations set forth in Section 4 hereof as of the date of such transfer as if it was a Backstop Party. In such event, the transferring Backstop Party shall remain fully obligated for its Initial Subscription Right (including any portion thereof transferred). Not less than three (3) Business Days prior to the Effective Date, such Backstop Party (or its permitted transferee) shall deliver by wire transfer in immediately available funds its Initial Subscription Amount to a segregated account designated by the Parent in the Rights Offering Procedures (as defined below).
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Related to Initial Subscription Amount; Rights Offering

  • Subscription Price Each Warrant is exercisable at a price per share (the “Exercise Price”) of US$1.00. One (1) Warrant and the Exercise Price are required to subscribe for each share during the term of the Warrants.

  • Initial Shares As used herein, “Initial Shares” means 229,865 shares of the Class, subject to adjustment from time to time pursuant to the provisions of this Warrant.

  • Purchase Sale and Delivery of the Offered Securities Unless otherwise specified in the Underwriting Agreement, payment for the Offered Securities shall be made by certified or official bank check or checks payable to the order of the Depositor in immediately available or next day funds, at the time and place set forth in the Underwriting Agreement, upon delivery to the Representative for the respective accounts of the several Underwriters of the Offered Securities registered in definitive form and in such names and in such denominations as the Representative shall request in writing not less than five full business days prior to the date of delivery. The time and date of such payment and delivery with respect to the Offered Securities are herein referred to as the "Closing Date".

  • Purchase Sale and Delivery of the Offered Shares (a) The Company agrees to issue and sell to the several Underwriters the Firm Offered Shares upon the terms herein set forth. On the basis of the representations, warranties, and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Underwriters agree, severally and not jointly, to purchase from the Company the respective number of Firm Offered Shares set forth opposite their names on Schedule A (the “List of the Underwriters”) attached hereto. The purchase price per Firm Offered Share to be paid by the several Underwriters to the Company shall be $[ ] per share (the “Purchase Price”).

  • Purchase Shares Subject to the terms and conditions hereinafter set forth herein, the Holder is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the holder hereof in writing), to purchase from the Company up to ( ) fully paid and nonassessable shares of Common Stock, par value $0.0001, of the Company, as constituted on the Warrant Issue Date (the “Common Stock”). The number of shares of Common Stock issuable pursuant to this Section 1 (the “Shares”) shall be subject to adjustment pursuant to Section 9 hereof.

  • Default Exceeding 10% of Firm Shares or Option Shares In the event that the default addressed in Section 6.1 relates to more than 10% of the Firm Shares or Option Shares, you may in your discretion arrange for yourself or for another party or parties to purchase such Firm Shares or Option Shares to which such default relates on the terms contained herein. If, within one (1) Business Day after such default relating to more than 10% of the Firm Shares or Option Shares, you do not arrange for the purchase of such Firm Shares or Option Shares, then the Company shall be entitled to a further period of one (1) Business Day within which to procure another party or parties satisfactory to you to purchase said Firm Shares or Option Shares on such terms. In the event that neither you nor the Company arrange for the purchase of the Firm Shares or Option Shares to which a default relates as provided in this Section 6, this Agreement will automatically be terminated by you or the Company without liability on the part of the Company (except as provided in Sections 3.9 and 5 hereof) or the several Underwriters (except as provided in Section 5 hereof); provided, however, that if such default occurs with respect to the Option Shares, this Agreement will not terminate as to the Firm Shares; and provided, further, that nothing herein shall relieve a defaulting Underwriter of its liability, if any, to the other Underwriters and to the Company for damages occasioned by its default hereunder.

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