Number of Securities Sample Clauses

Number of Securities. The Shares being sold and transferred pursuant to this Agreement will represent all of the securities of the Company owned by the Seller on the Closing Date, including, without limitation, the Common Stock, the Series A Preferred Stock and the Series B Preferred Stock, as applicable.

Number of Securities. Immediately following the Conversion, the ratio of the number of equity securities of each such Company Subsidiary held by Investor to the total number of equity securities of such Company Subsidiary shall equal the ratio of the number of Units held by Investor immediately before the Conversion to the total number of Units outstanding immediately before the Conversion. If Investor purchases additional Units after a Conversion has occurred, such purchase shall be deemed to be a Conversion Election with respect to such additional Units, and immediately following the Conversion related thereto, the ratio of the number of equity securities of a Company Subsidiary held by Investor to the total number of equity securities of the Company Subsidiary shall equal the ratio of the number of Units held by Investor immediately before such Conversion, assuming no prior Conversions had occurred, to the total number of Units outstanding immediately before such Conversion, assuming no prior Conversions had occurred.

Number of Securities. If the GHC Roll Up occurs, the number of shares or interests of GHC Stock that will be issued in exchange for the Investor Roll Up Securities (as well as any equivalent securities held directly or indirectly by NutraCea) shall be an amount such that the aggregate GHC Stock Price of such shares or interests of GHC Stock is equal to the aggregate value of the Investor Roll Up Securities (or the equivalent securities held directly or indirectly by NutraCea, as the case may be) exchanged therefor (based on the Equity Value of the applicable issuers of such Investor Roll Up Securities (or the equivalent securities held directly or indirectly by NutraCea, as the case may be), but excluding the effect of Section 7.1(f)). For purposes of determining the value of the Investor Roll Up Securities or the equivalent securities held directly or indirectly by NutraCea, any distribution, liquidation or other preferences shall be disregarded and the relative value of each unit or share of Investor Roll Up Securities and the equivalent securities held directly or indirectly by NutraCea shall be deemed to have identical rights. Notwithstanding the foregoing provisions of this Section 6.1(b), immediately following the GHC Roll Up, (i) the ratio of the number of interests or shares of GHC Stock acquired by Investor in the GHC Roll Up to the number of interests or shares of GHC Stock outstanding shall not exceed the Investor Roll Up Percentage immediately before the GHC Roll Up and (ii) the ratio of the number of interests or shares of GHC Stock acquired by Investor in the GHC Roll Up to the aggregate number of interests or shares of GHC Stock held by NutraCea and any of its Subsidiaries immediately following the GHC Roll Up shall not exceed 0.49.

Number of Securities. Total Purchase Price: The Subscriber represents and warrants that:

Number of Securities. Each XxxxXxxxx Principal hereby represents and warrants as of the date hereof that: (i) set forth on Schedule A is the number of Shares and any other XxxxXxxxx Equity Securities beneficially owned by such XxxxXxxxx Principal and his Permitted Transferees as of the date of this Agreement; and (ii) he, she or it has no registration rights with respect to XxxxXxxxx Equity Securities other than as set forth herein and in the Existing Agreements. If any provision of this Agreement which requires the calculation of the number of Shares and any other XxxxXxxxx Equity Securities beneficially owned by any Shareholder and its Permitted Transferees becomes applicable after the date hereof, such Shareholder shall provide to the other Shareholders the number of Shares and any other XxxxXxxxx Equity Securities beneficially owned by such Shareholder and its Permitted Transferees.

Number of Securities. The number of shares of Common Stock that will be issued in exchange for the Investor Roll Up Securities shall be an amount such that the aggregate NutraCea Stock Price of such Common Stock is equal to the aggregate value of the Investor Roll Up Securities exchanged therefor (based on the Equity Value of the applicable issuers of such Investor Roll Up Securities, but excluding the effect of Section 7.1(f)). For purposes of determining the value of the Investor Roll Up Securities, clause (i)(a) in each the definitions of Unreturned [•] Capital Contributions and Unreturned NutraCea Capital Contributions set forth in the LLC Agreement shall replaced with the following: “ (i) the number one (1)” any distribution, liquidation or other preferences shall be disregarded. Notwithstanding the foregoing provisions of this Section 6.1(b), the number of shares of Common Stock that are issued to Investor in a NutraCea Roll Up are further limited by the following: (i) Immediately following the NutraCea Roll Up, the percentage of outstanding shares of Common Stock acquired by Investor shall not exceed the lesser of (a) the Investor Roll Up Percentage and (b) 49%. If the number of shares of Common Stock issued to Investor in a NutraCea Roll-up is limited by (b) (and not limited by (a)) of the immediately preceding sentence, then NutraCea and Investor shall determine the number of shares of Common Stock that would have been issuable to Investor if the 49% limitation in (b) was based upon the Fully Diluted Shares instead of the outstanding shares of Common Stock (the number of shares of Common Stock so determined, the “Alternative Share Number”, the difference between the Alternative Share Number and the number of shares that are issuable to Investor in the NutraCea Roll Up, the “Make-Up Share Number” and the shares of Common Stock represented by the particular Common Stock Equivalents outstanding on such date of determination “Roll Up Date CSE Shares”). On the NutraCea Roll Up Date, NutraCea shall issue to Investor a warrant to purchase such number of shares of Common Stock equal to the Make-Up Share Number (“Make-Up Warrant”). The Make-Up Warrant, shall be exercisable, in whole or in any number of parts but not more than one time in any six (6) month period (provided, that the Make-Up Warrant shall be deemed to be exercised in any event immediately prior to (i) a Change of Control and (ii) the termination of such Make-Up Warrant), for one share of Common Stock for each Rol...

Number of Securities. Subject to the terms and conditions of this Warrant: (i) Holder shall have the right to purchase up to [●]shares of Series F Preferred Stock, as may be adjusted pursuant hereto, at any point during the Exercise Period prior to a QIPO; or (ii) Holder shall have the right to purchase up to [●]shares of Common Stock, as may be adjusted pursuant hereto, at any point during the Exercise Period following a QIPO. For the sake of clarity, subject to the terms of this Warrant, Holder shall have the right upon the exercise of this Warrant to receive either the shares of Series F Preferred Stock pursuant to Section 1(a)(i) or the shares of Common Stock pursuant to Section 1(a)(ii), it being understood that if Holder exercises its rights in full pursuant to Section 1(a)(i) then Holder will have no remaining rights pursuant to Section 1(a)(ii); provided further, however, if Holder only exercises a portion of the rights under this Warrant pursuant to Section 1(a)(i), then Holder will have the right to exercise the remaining portion of the rights available under this Warrant either pursuant to Section 1(a)(i) or Section 1(a)(ii), as applicable.

Number of Securities. Wxxx hereby represents and warrants as of the date hereof that set forth on Schedule A is the number of Shares and any other Company Equity Securities beneficially owned by Wxxx and his Permitted Transferees as of the date of this Agreement. If any provision of this Agreement which requires the calculation of the number of Shares and any other Company Equity Securities beneficially owned by any Shareholder and its Permitted Transferees becomes applicable after the date hereof, such Shareholder shall provide to the other Shareholders the number of Shares and any other Company Equity Securities beneficially owned by such Shareholder and its Permitted Transferees.

Number of Securities. Each Riata Principal hereby represents and warrants as of the date hereof that: (i) set forth on Schedule A is the number of Shares and any other Riata Equity Securities beneficially owned by such Riata Principal and his Permitted Transferees as of the date of this Agreement; (ii) he, she or it has no registration rights with respect to Riata Equity Securities other than as set forth herein and in the Registration Rights Agreement dated November 21, 2006 entered into in connection with the financing of the transactions contemplated in the Purchase Agreement, and (iii) he, she or it has not received any awards or grants under the “Stock Plan” referred to in the Private Placement Memorandum (as defined in the Purchase Agreement). If any provision of this Agreement which requires the calculation of the number of Shares and any other Riata Equity Securities beneficially owned by any Shareholder and its Permitted Transferees becomes applicable after the date hereof, such Shareholder shall provide to the other Shareholders the number of Shares and any other Riata Equity Securities beneficially owned by such Shareholder and its Permitted Transferees.

Number of Securities. The number of shares of Common Stock that will be issued in exchange for the Investor Roll Up Securities shall be an amount such that the aggregate NutraCea Stock Price of such Common Stock is equal to the aggregate value of the Investor Roll Up Securities exchanged therefor (based on the Equity Value of the applicable issuers of such Investor Roll Up Securities, but excluding the effect of Section 7.1(f)). For purposes of determining the value of the Investor Roll Up Securities, clause (i)(a) in each of the definitions of Unreturned AF Capital Contributions and Unreturned NutraCea Capital Contributions set forth in the LLC Agreement shall replaced with the following: “ (i) the number one (1)” any distribution, liquidation or other preferences shall be disregarded. Notwithstanding the foregoing provisions of this Section 6.1(b), the number of shares of Common Stock that are issued to Investor in a NutraCea Roll Up are further limited by the following: