Post-Initial Closing Activities Sample Clauses

Post-Initial Closing Activities. At the request of a Majority in Interest the Company shall cause an amended mortgage, deed of trust or other applicable instrument in form reasonably satisfactory to a Majority in Interest to be recorded in the appropriate governmental offices to secure Obligations with the Company Real Property. The Company covenants and agrees to execute, file and record such documents and do such other acts and things as are necessary or appropriate to further effect the terms of this Agreement. The parties have caused this Second Amended and Restated Note and Warrant Purchase Agreement to be duly executed and delivered as of the date and year first written above. COMPANY: RICEBRAN TECHNOLOGIES a California corporation By: /s/ X. Xxxx Belt X. Xxxx Belt, Chief Financial Officer INVESTORS: /s/ Xxxxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxxxxx The Xxxxxxxx Xxxxxxx Xxxxxxx Revocable Trust UA June 13, 2006 By: /s/ Xxxxxx Xxxxxxx Xxxxxx Xxxxxxx, Trustee By: /s/ Xxxxxxxx Xxxxxxx Xxxxxxxx Xxxxxxx, Trustee [Signature Page for Second Amended and Restated Note and Warrant Purchase Agreement] Signature Page for Additional Initial Investors INVESTOR: Name of Investor /s/ Signature of Investor Title of Signatory, if applicable Signature Page for Additional Investors at a Subsequent Closing INVESTOR: Name of Investor /s/ Signature of Investor Title of Signatory, if applicable SCHEDULE I SCHEDULE OF INVESTORS Initial Closing Investors: January 17, 2012 Investor Address for Notice Purchase Price Xxxxxxx X. Xxxxxxxx $500,000 Xxxxx Xxxx Xxxxxxxxxx $500,000 Xxxxxx Xxx Xxxxxxxxxx $250,000 The Xxxxxxxx Xxxxxxx Xxxxxxx Revocable Trust UA June 13, 2006 $2,500,000 Xxxxxxxxx Partners $250,000 W. Xxxx Xxxxx and Xxxxx X Xxxxxx $25,000 Xxxxxx X XxXxxxxx Revocable Trust $25,000 Investor Address for Notice Purchase Price Zanesville Partners Fund, LLC $50,000 Xxxx Xxxxx $75,000 Xxxxxxx Xxxxxxxxx $150,000 Total Initial Closing $4,325,000 Second Closing Investors: May 10, 2012 Xxxx Xxxxx $50,000 Third Closing Investors: July 31, 2012 Xxxxxxx X. Xxxxxxxx $500,000 Xxxxxx Xxx Xxxxxxxxxx $250,000 Xxxxxx Xxxxxxx XXX $100,000 Total Third Closing $850,000 Fourth Closing Investors: August 31, 2012 Xxxx Xxxxx $150,000 Fifth Closing Investors: April 2013 Xxxxxxx X. Xxxxxxxx $100,000 W. Xxxx Xxxxx and Xxxxx X Xxxxxx $25,000 Xxxxxxxxx Partners $12,603 Sixth Closing Investors: May 2013 Xxxxxxx X. Xxxxxxxx $400,000 Seventh Closing Investors: November 13, 2013 [Subsequent Closing] Xxxxxxx X. Xxxxxxxx $200,000 SCHEDULE II DISCLO...
Sample 1
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Post-Initial Closing Activities. As soon as reasonably practicable following the Initial Closing, but in no event later than 30 calendar days thereafter, the Company shall cause the Investors to receive a lender’s policy of title insurance that is reasonably satisfactory to a Majority in Interest that insures the Mortgages as a valid lien on the Company Real Property, subject only to the liens disclosed under such policy. As soon as reasonably practicable following the Initial Closing, at the request of a Majority in Interest the Company shall cause an amended mortgage, deed of trust or other applicable instrument in form reasonably satisfactory to a Majority in Interest to be recorded in the appropriate governmental offices to secure Obligations with the Company Real Property. The Company covenants and agrees to execute, file and record such documents and do such other acts and things as are necessary or appropriate to further effect the terms of this Agreement. The parties have caused this Agreement to be duly executed and delivered as of the date and year first written above. COMPANY: NUTRACEA a California corporation By: Xxxxx Xxxx Belt, Chief Financial Officer INVESTORS: {INVESTOR 1 NAME} By: Name: Title: {INVESTOR 2 NAME} By: Name: Title: [Signature page for Note and Warrant Purchase Agreement] SCHEDULE I SCHEDULE OF INVESTORS Name and Address Note Amount Warrant {Investor 1 name} $_______________ Address for all notices: {Investor 1 name} ________________________ ________________________ Attn: ___________________ Tel.:( ) ___-____ Fax:( ) ___-____ Name and Address Note Amount Warrant {Investor 2 name} $_______________ Address for all notices: {Investor 2 name} ________________________ ________________________ Attn: ___________________ Tel.:(___) ___-____ Fax:(___) ___-____ SCHEDULE II DISCLOSURE SCHEDULE II-1 Exhibit A FORM OF NOTE Exhibit B FORM OF WARRANT Exhibit C FORM OF SECURITY AGREEMENT Exhibit D USE OF PROCEEDS Funding Proceeds: New funding 1,712,523 Rollover existing Xxxxxxx debt 2,387,477 4,100,000 Use of new funding proceeds: Final unsecured creditor payment - Class 6 (1,560,982 ) Final unsecured creditor payment - Class 2 (84,128 ) Operating and working capital needs (67,413 ) Equals new cash (1,712,523 )
Sample 1

Related to Post-Initial Closing Activities

  • Post-Closing Operations After the Closing, ACQUIRED COMPANY will be a wholly-owned subsidiary of the Company subject to the terms and conditions outlined in this Agreement. ACQUIRED COMPANY shall be responsible to report to the Company all financial matters and newsworthy events as they materialize, as Seller recognizes Company is a publicly traded company and has certain material obligations of disclosure pursuant to state and federal laws, statutes and regulations.

  • Post-Closing Actions Notwithstanding anything to the contrary contained in this Agreement or the other Credit Documents, the parties hereto acknowledge and agree that:

  • Leasing Activities Manager shall be the exclusive leasing agent of the Project, and shall perform all leasing functions relating to the Project. As provided in Article IX hereof, Manager shall be paid for such leasing activities in conformity with Schedule 5 to this Agreement, which amounts shall be in addition to the compensation otherwise payable to Manager hereunder. Without limiting the generality of the foregoing, Manager's leasing function includes the following:

  • Marketing Activities The Borrower will not, and will not permit any of its Subsidiaries to, engage in marketing activities for any Hydrocarbons or enter into any contracts related thereto other than (i) contracts for the sale of Hydrocarbons scheduled or reasonably estimated to be produced from their proved Oil and Gas Properties during the period of such contract, (ii) contracts for the sale of Hydrocarbons scheduled or reasonably estimated to be produced from proved Oil and Gas Properties of third parties during the period of such contract associated with the Oil and Gas Properties of the Borrower and its Subsidiaries that the Borrower or one of its Subsidiaries has the right to market pursuant to joint operating agreements, unitization agreements or other similar contracts that are usual and customary in the oil and gas business and (iii) other contracts for the purchase and/or sale of Hydrocarbons of third parties (A) which have generally offsetting provisions (i.e. corresponding pricing mechanics, delivery dates and points and volumes) such that no “position” is taken and (B) for which appropriate credit support has been taken to alleviate the material credit risks of the counterparty thereto.

  • Pre-Closing Actions 6.1. Between the Execution Date and the Closing Date, except as expressly permitted or required by this Agreement or with the prior written consent of the Purchaser, the Companies and the Seller shall:

  • Additional Closings The closing of the sale and purchase of the Additional Series G Shares shall occur at (i) [ — ] additional closings (each, a “Scheduled Additional Closing”) to take place at the offices of Xxxxxx & Dodge LLP, 000 Xxxxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx, U.S.A., or at such other location as may be agreed upon among the Investors participating in such Scheduled Additional Closing, on each of [ — ] and (ii) one or more Confidential materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote such omission. additional closings (each, an “Additional Investor Additional Closing” and together with the Scheduled Additional Closings, each an “Additional Closing”) to take place no later than December 15, 2005 at the offices of Xxxxxx & Dodge LLP, 000 Xxxxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx, U.S.A., or at such other location as may be agreed upon among the Corporation and the Investors participating in such Additional Investor Additional Closing. At each Additional Closing, the Corporation shall issue and deliver to each Investor participating in such Additional Closing a certificate or certificates for shares of Series G Preferred Stock, registered in the name of such Investor, in the amount representing the number of Series G Shares being purchased by such Investor at such Additional Closing, against payment by such Investor to the Corporation of the aggregate purchase price therefor in the form of (a) a wire transfer to a bank account designated by the Corporation or (b) such other method of payment as the Corporation, in its sole discretion, may accept.

  • Closing Actions At the Closing:

  • Post-Closing Access In order to facilitate Seller’s efforts to administer and close the Bankruptcy Case (including, without limitation, the preparation of filings in the Bankruptcy Case and state, local and federal Tax Returns and other filings, reconciliation of claims filed in the Case, removal of corporate and other records and information relating or belonging to entities other than Seller), for a period of three (3) years following the Closing, (a) the Buyer shall permit Seller’s counsel and other professionals and counsel for any successor to Seller and its respective professionals, and its employees (collectively, “Permitted Access Parties”) reasonable access to the financial and other books and records relating to the Acquired Assets or the Business and the systems containing such information, books and records, which access shall include (i) the right of such Permitted Access Parties to copy, at such Permitted Access Parties’ expense, such documents and records as they may request in furtherance of the purposes described above, and (ii) Buyer’s copying and delivering to the relevant Permitted Access Parties such documents or records as they may request, but only to the extent such Permitted Access Parties furnish Buyer with reasonably detailed written descriptions of the materials to be so copied and the applicable Permitted Access Party reimburses the Buyer for the reasonable costs and expenses thereof, and (b) Buyer shall provide the Permitted Access Parties (at no cost to the Permitted Access Parties) with reasonable access to those individuals with knowledge of how to access the relevant financial and books and records during regular business hours to assist Seller and the other Permitted Access Parties in their post-Closing activities (including, without limitation, preparation of Tax Returns), provided that such access does not unreasonably interfere with the Buyer’s business operations.

  • The Initial Closing Trust Property shall be held by the Mortgages Trustee on the Mortgages Trust upon the satisfaction of the following conditions precedent:

  • Additional Closing Deliveries At each Closing, the Company shall deliver or cause to be delivered to the Investor the following (the“Company Deliverables”):

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