Purchased Units. On the Closing Date, the Purchased Units shall have those rights, preferences, privileges and restrictions governing the Common Units as set forth in the Partnership Agreement.
Purchased Units. Each Purchased Unit shall consist of a $50,000 convertible debenture (each a "Debenture", and collectively the "Debentures"), the form of which is attached hereto as Exhibit A, and a warrant (the "Warrant") to purchase 100,000 shares of Common Stock, par value $0.01 per share, of the Company ("Common Stock"), the form of which is attached hereto as Exhibit B.
Purchased Units. The Purchased Units have been duly authorized and upon issuance, at Closing, will be validly issued and fully paid. Such Purchased Units will be issued free of preemptive rights. Upon consummation of the transactions contemplated hereby, Sellers (or one of its designated Subsidiaries) will acquire good and valid title to all of the Purchased Units, free and clear of any Liens other than transfer restrictions imposed therein by applicable securities laws and the terms of the partnership agreement of Buyer.
Purchased Units. (i) No order, ruling or decision granted by a securities commission, court of competent jurisdiction or regulatory or administrative body or other Governmental Authority having jurisdiction is in effect, pending or, to the knowledge of the Trust and PWPL, threatened, that restricts any trades in any securities of the Trust and, to the knowledge of the Trust and PWPL, no facts or circumstances exist which would reasonably be expected to give rise to any such order, ruling or decision or other similar claims or investigations; (ii) the currently issued and outstanding Units are listed and posted for trading on TSX and NYSE and the Trust is in compliance in all material respects with all of the listing conditions on TSX and NYSE; and (iii) the Purchased Units have been duly authorized for issuance and sale by all necessary action on the part of the Trust in accordance with and subject to the provisions of the Trust Indenture and, when issued and delivered by the Trust, will be validly issued, will be outstanding as fully paid and non-assessable, will be free from all Encumbrances created by or through the Trust, will rank pari passu in all respects with all other outstanding Units, and will not have been issued in violation of or subject to any pre-emptive rights or other contractual rights to purchase securities issued by the Trust.
Purchased Units. As of Closing, the Purchased Units shall have those rights, preferences, privileges and restrictions as set forth in the Partnership Agreement (including as amended by the Partnership Agreement Amendment).
Purchased Units. The execution of this Agreement and the issue by the Corporation to the Subscriber of the Unit Shares, the Warrants and, if applicable, the Warrant Shares will be exempt from the registration and prospectus requirements of Securities Laws.
Purchased Units. The number of Purchased Units to be issued and sold to Purchaser will be equal to Purchaser’s Commitment Amount divided by the Class C Unit Price; provided, however, that upon completion of a Qualified Equity Offering, Purchaser shall be entitled to reduce Purchaser’s Commitment Amount as provided in Section 2.07. The Purchased Units shall have those rights, preferences, privileges and restrictions governing the Class C Units as set forth in the Amended and Restated Agreement of Limited Partnership of Atlas, dated as of March 13, 2012, as the same has been amended from time to time (the “Limited Partnership Agreement”), including as will be amended by the Certificate of Designation in the form annexed hereto as Exhibit B, which Atlas will cause to be adopted no later than immediately prior to the issuance and sale of Class C Units contemplated by this Agreement. References herein to the Limited Partnership Agreement shall include or exclude the Certificate of Designation as the context requires.
Purchased Units. The Purchased Units shall have those rights, preferences, privileges and restrictions governing the Common Units as set forth in the Limited Partnership Agreement.
Purchased Units. Subject to the terms and conditions provided below, Seller shall sell and transfer to Buyers and Buyers shall purchase from Seller, on the Closing Date (as defined in Section 1.3), all the issued and outstanding Units of LLC.
Purchased Units. Upon the terms and subject to the conditions set forth in this Agreement, Purchaser hereby agrees to purchase from Seller, and Seller hereby agree to sell and transfer to Purchaser, all right, title and interest in and to 450,000 Common Units (the “Purchased Units”), free and clear of all Encumbrances. The Purchased Units represent, in the aggregate, forty-five percent (45%) of the outstanding Equity Interests of the Company.
