Limitation on Investor’s Obligation to Purchase and Company’s Obligation to Sell Sample Clauses

Limitation on Investor’s Obligation to Purchase and Company’s Obligation to Sell. Notwithstanding anything herein to the contrary, in the event the closing price of the Common Stock during the nineteen (19) Trading Days following the Preferred Stock Notice Date falls below 75% of the Closing Bid Price on the Trading Day prior to the Preferred Stock Notice Date, then Investor may, at its option, and without penalty, decline to purchase the applicable Preferred Stock Shares on the Preferred Stock Closing Date.
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Limitation on Investor’s Obligation to Purchase and Company’s Obligation to Sell. Notwithstanding anything herein to the contrary, in the event the closing price of the Common Stock during the 9 Trading Days following the Tranche Notice falls below 75% of the average of the closing bid price in the 9 Trading Days prior to the Tranche Notice Date: (i) Investor may, at its option, and without penalty, decline to purchase the applicable Tranche Shares on the Tranche Closing Date; or (ii) Company may, at its option, and without penalty, terminate the Tranche Notice and decline to sell the applicable Tranche Shares on the Tranche Closing Date. In the event that either Purchaser or Company declines to proceed with the contemplated transaction, Investor (i) shall return to the Company (A) all unexercised Warrants issued in connection with the Tranche Notice, and (B) any shares of Common Stock then held by Investor as a result of an exercise of the Warrant issued in connection with the Tranche Notice, and (b) shall pay Company ninety-three percent (93%) of the amount Investor received from the sale of any shares issued upon exercise by Investor of the Warrant issued in connection with the Tranche Notice.
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Limitation on Investor’s Obligation to Purchase and Company’s Obligation to Sell. Notwithstanding anything herein to the contrary, in the event the Closing Bid Price of the Common Stock during any one or more of the 9 Trading Days following the Tranche Notice Date is below 75.0%: Investor may, at its option, and without penalty, decline to purchase the applicable Tranche Shares on the Tranche Closing Date. In the event that Investor declines to proceed with the Tranche, within 10 business days Investor shall return for cancellation, with all documentation required to effect such cancellation, to the Company (A) all unexercised Warrants issued in connection with the Tranche Notice, and (B) any shares of Common Stock then held by Investor as a result of an exercise of the Warrant issued in connection with the Tranche Notice.
Sample 1
Limitation on Investor’s Obligation to Purchase and Company’s Obligation to Sell. Notwithstanding anything herein to the contrary, in the event the closing price of the Common Stock during the 9 Trading Days following the Put Notice falls below 75% of the closing bid price on the Trading Day prior to the Put Notice Date : (i) Investor may, at its option, and without penalty, decline to purchase the applicable Put Shares on the Put Closing Date; or (ii) Company may, at its option, and without penalty, terminate the Put Notice and decline to sell the applicable Put Shares on the Put Closing Date.
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Related to Limitation on Investor’s Obligation to Purchase and Company’s Obligation to Sell

  • Limitation on Investor's Obligation to Purchase Shares Notwithstanding anything to the contrary in this Agreement, in no event shall the Investor be required to purchase, and an Intended Put Share Amount may not include, an amount of Put Shares, which when added to the number of Put Shares acquired by the Investor pursuant to this Agreement during the 31 days preceding the Put Date with respect to which this determination of the permitted Intended Put Share Amount is being made, would exceed 9.99% of the number of shares of Common Stock outstanding (on a fully diluted basis, to the extent that inclusion of unissued shares is mandated by Section 13(d) of the Exchange Act) on the Put Date for such Pricing Period, as determined in accordance with Section 13(d) of the Exchange Act (the "Section 13(d)

  • Conditions to Company’s Obligation to Sell The obligation of Company hereunder to issue and sell the Securities to Investor at the Closing is subject to the satisfaction, on or before the Closing Date, of each of the following conditions:

  • Conditions to the Company’s Obligation to Sell The obligation of the Company hereunder to issue and sell the Note to the Buyer at the Closing is subject to the satisfaction, at or before the Closing Date of each of the following conditions thereto, provided that these conditions are for the Company’s sole benefit and may be waived by the Company at any time in its sole discretion:

  • Conditions to Investor’s Obligation to Purchase The obligation of Investor hereunder to purchase the Securities at the Closing is subject to the satisfaction, on or before the Closing Date, of each of the following conditions, provided that these conditions are for Investor’s sole benefit and may be waived by Investor at any time in its sole discretion:

  • CONDITIONS TO THE INVESTOR’S OBLIGATION TO PURCHASE (a) The obligation of the Investor hereunder to purchase the Note at the Closing is subject to the satisfaction, at or before the Closing Date, of each of the following conditions, provided that these conditions are for the Investor’s sole benefit and may be waived by the Investor at any time in its sole discretion by providing the Company with prior written notice thereof:

  • CONDITIONS OF THE COMPANY'S OBLIGATION TO SELL The obligation hereunder of the Company to issue and sell the Securities to the Investor is further subject to the satisfaction, at or before each Closing Date, of each of the following conditions set forth below. These conditions are for the Company's sole benefit and may be waived by the Company at any time in its sole discretion.

  • CONDITIONS TO INVESTOR’S OBLIGATION TO PURCHASE SHARES Notwithstanding anything to the contrary in this Agreement, the Company shall not be entitled to deliver a Put Notice and the Investor shall not be obligated to purchase any Shares at a Closing unless each of the following conditions are satisfied:

  • FURTHER CONDITIONS OF THE INVESTOR'S OBLIGATION TO PURCHASE The obligation of the Investor hereunder to purchase Shares is subject to the satisfaction, on or before each Closing Date, of each of the following conditions set forth below.

  • Conditions to the Company’s Obligation to Close The obligation of the Company hereunder to consummate the Closing is subject to the satisfaction or waiver by the Company, at or before the Closing Date, of each of the following conditions:

  • CONDITIONS TO COMPANY’S OBLIGATIONS AT THE CLOSING The Company’s obligation to complete the sale and issuance of the Securities and deliver Securities to each Purchaser, individually, as set forth in the Schedule of Purchasers at the Closing shall be subject to the following conditions to the extent not waived by the Company:

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