Investment Shares. The Cardiotech Investment Shares and the Implant Investment Shares shall be referred to collectively herein as the “Investment Shares”. The Investment Shares shall be issued subject to the conditions as set forth herein and in the respective certificates of incorporation of the Participants as filed and recorded with the Secretary of State of the State of Massachusetts.
Investment Shares. (a) Except as otherwise provided in this Article, each Signatory shall have an investment share equal to its percentage of all utilization of the INTELSAT space segment by all Signatories.
(b) For the purpose of paragraph (a) of this Article, utilization of the INTELSAT space segment by a Signatory shall be measured by dividing the space segment utilization charges payable by the Signatory to INTELSAT by the number of days for which charges were payable during the six-month period prior to the effective date of a determination of investment shares pursuant to subparagraph (c) (i), (c) (ii) or (c) (v) of this Article. However, if the number of days for which charges were payable by a Signatory for utilization during such six-month period was less than ninety days, such charges shall not be taken into account in determining investment shares.
(c) Investment shares shall be determined effective as of:
(i) The date of entry into force of this Operating Agreement;
(ii) The first day of March of each year, provided that if this Operating Agreement enters into force less than six months before the succeeding first day of March, there shall be no determination under this subparagraph effective as of that date;
(iii) The date of entry into force of this Operating Agreement for a new Signatory;
(iv) The effective date of withdrawal of a Signatory from INTELSAT; and
(v) The date of request by a Signatory for whom INTELSAT space segment utilization charges have, for the first time, become payable by that Signatory for utilization through its own earth station, provided that such date of request is not less than ninety days following the date the space segment utilization charges became payable.
(i) Any Signatory may request that, if any determination of investment shares made pursuant to paragraph (c) of this Article would result in its investment share exceeding its quota or investment share, as the case may be, held immediately prior to such determination, it be allocated a lesser investment share, provided that such investment share shall not be less than its final quota held pursuant to the Special Agreement or than its investment share held immediately prior to the determination, as the case may be. Such requests shall be deposited with INTELSAT and shall indicate the reduced investment share desired. INTELSAT shall give prompt notification of such requests to all Signatories, and such requests shall be honored to the extent that other Signatories accept greater ...
Investment Shares. Upon execution and delivery of this Agreement, the Investor shall deliver to the Company immediately available funds in the amount of the aggregate Purchase Price for the Investment Shares of $____________ and the 3 of 15 Company shall deliver the Investment Shares to the Investor upon receipt of the funds by the Company.
Investment Shares. Not applicable
Investment Shares. 27 4.5 Indebtedness...........................................................27 4.6 Subsidiaries...........................................................27
Investment Shares. All of the Investment Shares to be issued pursuant to this Agreement will have been duly authorized at or prior to the Extraordinary General Shareholders' Meeting and, when so issued, will have been validly issued and will be fully paid and non-assessable and will not be subject to any preemptive or similar rights, restrictions on voting rights, or other Liens, in each case other than as expressly set forth in this Agreement.
Investment Shares. 7th Level shall deliver the certificate(s) representing the applicable Investment Shares duly registered on the books of 7th Level in the name of Xxxxxxxx or its nominee, against payment by Xxxxxxxx of the Secondary Aggregate Price, the Additional Aggregate Price, the First Xxxxxxxx Right Aggregate Price, the Second Xxxxxxxx Right Aggregate Price or the Adjustment Payment (as defined in Section 5), as the case may be (collectively, the "Investment Right Price"), by wire transfer in immediately available funds, to the account identified in the 7th Level Notice or the Xxxxxxxx Investment Notice, as the case may be.
Investment Shares. The issuance of the Investment Shares pursuant to this Agreement has been duly authorized by all necessary corporate action. Except for the Vote Pooling Agreement, the Investment Shares are free and clear of any proxy or voting restriction, adverse claim, or other liens, and are not subject to preemptive rights, rights of first refusal and/or other similar rights of stockholders of the Purchaser and/or any other person. Except for the Vote Pooling Agreement, there are no options, warrants, or other rights, agreements, arrangements, or commitments of any character relating to the pledge, disposition, or voting of any of the Investment Shares and there are no voting trusts or voting agreements with respect to the Investment Shares. As of Closing, the Investment Shares will be duly and validly issued, fully paid and non-assessable. There are no securities, including outstanding securities, of Purchaser that have not been reported in publicly available filings with the United States Securities and Exchange Commission.
Investment Shares. Investment Shares means the number of Shares to be issued under a Drawdown which is equal to the Proposed Investment Amount, as adjusted under clause 4.2, divided by the Purchase Price.
Investment Shares. Upon (i) execution and delivery of this Agreement, the Investor shall deliver to the Escrow Agent immediately available funds in the amount of the aggregate Purchase Price for the Investment Shares of $1,500,000,
