Right to Purchase Additional Securities. First Refusal Right: If the Company proposes to issue (a "Proposed Issuance") Additional Securities (as defined below), the Company shall offer such Additional Securities to Executive, and Executive shall have the right (a "First Refusal Right") to purchase all or any portion of his Pro Rata Share (as defined below) of such Additional Securities, upon the terms of the Proposed Issuance. The Company shall give Executive written notice of the Proposed Issuance stating the material terms thereof, including the type of Additional Securities involved, the proposed purchase price therefore and the anticipated closing date of such issuance (the "Company Notice"). If Executive desires to exercise his First Refusal Right, Executive shall, within 20 days of receipt of the Company Notice, deliver to the Company written notice stating the portion of Executive's Pro Rata Share of such Additional Securities that he is will to purchase (a "Response Notice"). Executive's Response Notice shall be deemed to constitute his irrevocable agreement to purchase the specified portion of his Pro Rata Share of the Additional Securities upon the terms of the Proposed Issuance described in the Company Notice, on the later of the closing date specified in the Company Notice or the closing date of the Proposed Issuance if other persons are purchasing Additional Securities. The Company shall have 90 days from the date of the Company Notice to consummate such Proposed Issuance with respect to the Additional Securities which are not being purchased by Executive at a price and upon terms that are not materially less favorable to the Company than the price and terms specified in the Company Notice, and such price and terms shall be made available to Executive if Executive has elected to purchase Additional Securities. If the Company proposes to issue Additional Securities after such 90-day period, or at a price and upon terms, which are materially less favorable to the Company than those specified in the Company Notice, it must again comply with the procedures set forth in this section.
Right to Purchase Additional Securities. The third paragraph of Section 2.1(c) of the Agreement shall be deleted and replaced with the following: Each Investor shall have the right, but not the obligation, to purchase anytime prior to November 17, 2011 (on one or more occasions), additional Notes (and a corresponding number of Warrants) in a principal amount up to the aggregate limit set forth under the caption “Option for Additional Purchase of Notes and Warrants” on the Schedule of Investors hereto or on the applicable Addendum. If StarkSat, Inc. does not purchase its portion, Thermo Funding Company LLC may purchase the Remaining Notes (and a corresponding number of Warrants) allocated to StarkSat, Inc. in the Agreement. If Thermo Funding Company LLC does not purchase all of the then Remaining Notes (and a corresponding number of Warrants) allocated to Thermo Funding Company LLC in the Agreement, StarkSat, Inc. and the Investors executing the Addendum may purchase any such Remaining Notes (and a corresponding number of Warrants) on a pro rata basis.
Right to Purchase Additional Securities. 3.6.1 The Corporation shall not Issue any Special Securities (as defined below) unless the Corporation shall have first complied with the provisions of this Section 3.6. If the Corporation proposes to Issue any Special Securities, it shall, prior to any such Issuance, give written notice to Intermix (so long as Intermix directly or indirectly through its Affiliates owns more than fifty percent (50%) of the Common Stock of the Corporation (calculated in accordance with Section 2.6 and after giving effect to the maximum number of Intermix Increasing Securities that Intermix may be entitled to purchase pursuant to Section 3.6.2 below) (the “Intermix Special Securities Notice”) that shall (a) state the Corporation’s intention to sell the Special Securities, the amount to be issued, sold or exchanged, the terms of the Special
Right to Purchase Additional Securities. Until the later of (i) 180 days after the Closing Date or (ii) 90 days after the effectiveness of the Registration Statement registering all the Registerable Securities (as defined in the Registration Rights Agreement), the Purchaser shall have the option to exercise, in its sole and absolute discretion, the right to purchase additional Securities in a subsequent purchase transaction in an amount equal to the Purchase Price pursuant to and subject to the same terms and conditions provided for in the Transaction Documents, except that the price would be equal to 80% of the volume weighted average price of the Common Stock for the five (5) Trading Days preceding the date that the Purchaser exercises this option in writing to the Company.
Right to Purchase Additional Securities. In the event that the --------------------------------------- Company receives written notice from the Subscriber (the "Additional Purchase ------------------- Notice") at any time during the period commencing with the first anniversary of ------ the First Closing Date and ending on the third anniversary of the First Closing Date, the Subscriber may subscribe for, and the Company agrees to issue, sell and deliver to the Subscriber, up to the number of shares of Preferred Stock (and
Right to Purchase Additional Securities. 3 Section 3.2 Board Seat...............................................................4 Section 3.3 Initial Public Offering..................................................5 Section 3.4 Information and Registration Rights Agreement............................5 Section 3.5 Co-Sale Rights...........................................................5 Section 3.6 Purchase of Securities by TDCC...........................................7 Section 3.7 Right to Make Offer......................................................8 Section 3.8
Right to Purchase Additional Securities. Covenant by Genesis 4 --- ------------------- 4. DEVELOPMENT, MANUFACTURING AND SERVICES 4 -- --------------------------------------- 4.1 Technology Transfer 4 --- -------------------
Right to Purchase Additional Securities. At the Closing, Genesis shall have the right to purchase additional Securities up to that number of Securities which would, when added to the other Securities to be acquired by Genesis at the Closing (including the shares of Securities for which Genesis will have the right to purchase pursuant to the Warrants), provide Genesis with 19.9% ownership interest in SVI, calculated on a fully-diluted, as-converted-to-common stock basis, immediately after the Closing. If Genesis wishes to exercise such right, Genesis shall so advise SVI in writing at least seven (7) days prior to the Closing.
Right to Purchase Additional Securities. 3.6.1 The Corporation shall not Issue any Special Securities (as defined below) unless the Corporation shall have first complied with the provisions of this Section 3.6. If the Corporation proposes to Issue any Special Securities, it shall, prior to any such Issuance, give written notice to Telecom (so long as Telecom directly or indirectly through its Affiliates owns more than fifty percent (50%) of the Common Stock of the Corporation (calculated in accordance with Section 2.6 and after giving effect to the maximum number of Telecom Increasing Securities that Telecom may be entitled to purchase pursuant to Section 3.6.2 below) (the “Telecom Special Securities Notice”) that shall (a) state the Corporation’s intention to sell the Special Securities, the amount to be issued, sold or exchanged, the terms of the Special Securities, the purchase price therefor, and a summary of the other material terms of the proposed issuance, sale or exchange and (b) offer (the “Telecom Special Securities Offer”) to Issue to Telecom an equal number (and type) of Special Securities (the “Telecom Special Securities”) at the Telecom Special Securities Purchase Price (as defined in Section 3.6.3 below), which offer shall remain open for a period of fifteen (15) days following the date the Telecom Special Securities Purchase Price is determined pursuant to Section 3.6.3 (and, to the extent the Telecom Special Securities Offer is accepted during such fifteen (15)-day period, until the closing of the Issuance contemplated by the Telecom Special Securities Offer). “Special Securities” shall mean for purposes of this Section 3.6 any securities that the Corporation proposes to Issue that are described in subsection (g) of the definition of “Excluded Securities” in Section 3.5 above.
Right to Purchase Additional Securities. If the Company should decide to issue and sell for cash additional shares of any capital stock of the Company, other than Additional Shares of Common Stock (as defined in the Series A Certificate), and at such time, the Subscriber and its affiliates then own 19.9% or less of the outstanding Common Stock of the Company (including for purposes of such calculation on an as converted basis all outstanding shares of Series A Preferred and any other outstanding securities, options or warrants convertible into Common Stock, but not including performance based options that have not yet vested) then such issuances and sales shall be subject to the following terms and conditions:
a. the Company shall first offer to sell to the Subscriber, upon the same terms and conditions as the Company is proposing to issue and sell such additional shares of capital stock to others, such number of additional securities as would result in the Subscriber and its affiliates maintaining their then current aggregate ownership percentage, as such percentage may decrease from time to time but in no event in excess of nineteen and nine-tenths percent (19.9%) of the outstanding Common Stock of the Company;
b. if Subscriber's and its affiliates' aggregate ownership percentage upon completion of such proposed issuance and sale of additional securities would be greater than their then current aggregate ownership percentage at the time of the proposed issuance and sale of additional securities (as such percentage may decrease from time to time but in no event in excess of 19.9%), then this right to purchase additional securities shall not apply to the extent the Subscriber's and its affiliates' ownership would be, upon completion of such proposed issuance and sale of additional securities, greater than their then current aggregate ownership percentage (as such percentage may decrease from time to time but in no event in excess of 19.9%); and
c. this right to purchase additional securities hereunder shall automatically terminate upon the date that the Company completes a Qualified Public Offering, as defined in the Series A Certificate. The Company and Subscriber understand that based on current stock ownership levels as of the date of this Agreement, this right to purchase additional securities shall not apply to the extent that the Company issues and sells additional securities that would result in the Subscriber's and its affiliates' aggregate ownership percentage exceeding 19.9%. By way of ...
