Metretek Funding of Purchaser Sample Clauses

Metretek Funding of Purchaser. Prior to the date of this Agreement, Metretek has provided substantial assets and funds to, and paid expenses for the benefit of, the Company ("Capital Contributions") for the purpose of funding the initial stages of its development and organization, including financing a significant portion of the agreement between Metretek and Scient Corporation for the benefit of the Company. Within 15 business days of the date of this Agreement, Metretek agrees to make additional Capital Contributions to the Company in an amount equal to (i) $6,000,000, less (ii) the cumulative amount of Capital Contributions made by Metretek to or for the benefit of the Company (including TotalPlan, Inc.) from inception through the date of this Agreement (the "Required Capital Contributions"). In exchange for such $6,000,000 of Required Capital Contributions, Metretek shall be entitled to receive a total of 17,500,000 Shares, such total number of Shares to include the number of Shares issued to Metretek prior to the date hereof, the number of Shares received by Metretek upon the merger of TotalPlan, Inc. and the Company, and the number of Shares to be issued in consideration of the additional capital contributions made after the date hereof (up to the amount of the Required Contributions). Although the Company and Harpxxx xxxnowledge and agree that Metretek is 12 16 under no obligation to provide any additional funds to or make any further capital investments in the Company beyond the Required Capital Contributions, the Company and Harpxxx xxxnowledge and agree that after Metretek has met the Required Capital Contributions, then with respect to any and all additional Capital Contributions, it makes in or provides to or for the benefit of the Company, Metretek shall have the right to elect, in its sole discretion, either (i) to receive additional Shares, at the rate of $0.30 per Share, or (ii) to treat the excess funds as loans, repayble by the Company on terms reflecting then current market prices rates.
Sample 1
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Related to Metretek Funding of Purchaser

  • Closing of Purchase (a) Upon any purchase by the Company of the Shares pursuant to the Agreement, the Company shall give to Holder and you a written notice specifying the number of Shares to be purchased, the purchase price for the Shares, as determined pursuant to the Agreement, and the time for a closing hereunder (the “Closing”) at the principal office of the Company. Holder and the Company hereby irrevocably authorize and direct you to close the transaction contemplated by such notice in accordance with the terms of said notice.

  • Nature of Purchaser Such Purchaser represents and warrants to, and covenants and agrees with, the Partnership that, (a) it is an “accredited investor” within the meaning of Rule 501 of Regulation D promulgated by the Commission pursuant to the Securities Act and (b) by reason of its business and financial experience it has such knowledge, sophistication and experience in making similar investments and in business and financial matters generally so as to be capable of evaluating the merits and risks of the prospective investment in the Purchased Units, is able to bear the economic risk of such investment and, at the present time, would be able to afford a complete loss of such investment.

  • Representations of Purchaser Purchaser acknowledges that Purchaser has received, read and understood the Plan and the Option Agreement and agrees to abide by and be bound by their terms and conditions.

  • Representation of Purchasers You will act for the several Purchasers in connection with this purchase, and any action under this Agreement taken by you will be binding upon all the Purchasers.

  • REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT Each of Purchaser and Parent hereby represents and warrants to Seller as follows:

  • REPRESENTATIONS AND WARRANTIES OF PURCHASER Purchaser hereby represents and warrants to Seller as follows:

  • REPRESENTATIONS AND WARRANTIES OF PURCHASERS Each Purchaser hereby represents and warrants to the Company as follows:

  • REPRESENTATIONS AND WARRANTIES OF PURCHASER AND MERGER SUB Purchaser and Merger Sub hereby represent and warrant to the Company as follows:

  • Organization of Purchaser The Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, with full corporate power and corporate authority to own, lease and operate its properties and to carry on its business in the manner in which such business is now being conducted, to own the Stock being acquired in the Acquisition pursuant to this Agreement and to enter into and perform its obligations under this Agreement.

  • Status of Purchaser The Purchaser is a corporation duly incorporated, validly existing and in good standing and has the power and capacity to enter into this Agreement and carry out its terms; and

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