Sale of Additional Notes. At any time on or before December 31, 2009, the Company may sell Additional Notes in one or more Subsequent Closings in the aggregate principle amount of up to $6,000,000 (the "Maximum Amount") to either existing holders of the Notes (the "Existing Investors") or to new investors (the "New Investors"), in each case subject to the prior written approval of the Agent. As a condition to the sale of any Additional Note to a New Investor, the Company and New Investor will execute an Agreement to Join as a Party to the Convertible Secured Subordinated Note Purchase Agreement and Registration Rights Agreement, substantially in the form attached hereto as Exhibit A (the "Joinder Agreement"). Promptly after each such Subsequent Closing, the Company shall amend Schedule I to the Original Purchase Agreement, as hereby amended, and Schedule A to the Original Registration Rights Agreement, as hereby amended, to reflect the sale of any such Additional Notes without any action of the Holders or the parties thereto and shall distribute such revised schedules to the parties to such agreements.
Sale of Additional Notes. Substantially simultaneously with the Closing, the Company (i) may enter into one or more agreements (the “Other Agreements”) with one or more other Persons (the “Other Investors”) to purchase Notes, subject to the terms of the Indenture, in an aggregate principal amount that, together with the Investor’s Purchased Notes issued pursuant to this Agreement, is not less than $120,000,000 and (ii) issue additional Notes, subject to the terms of the Indenture, with one or more new Investors, so long as the purchase price for any such additional Notes is not less than $1,000 per $1,000 principal amount of Notes.
Sale of Additional Notes. After the Initial Closing and at any time before the 90-day anniversary of the Second Closing, the Company may sell, pursuant to the terms of this Agreement, up to the balance of the Aggregate Investment Amount that was not sold at the Initial Closing and/or is proposed to be sold at the Second Closing (the “Additional Notes”), to the Lenders or other qualified investors (the “Additional Lenders” and each such closing, an “Additional Closing”). Schedule 1 to this Agreement shall be updated to reflect the number of Additional Notes purchased at each such Closing and the parties purchasing such Additional Notes upon the execution by such Additional Lenders of a counterpart signature page hereto. Any notes issued and sold pursuant to this Section 4.2 shall be deemed to be “Notes” for all purposes under this Agreement and any Additional Lenders thereof shall be deemed to be “Lenders” for all purposes under this Agreement. The purchase and sale of the Additional Notes shall take place remotely via the exchange of documents and signatures, at a date, time and place as the Company and the Lenders purchasing 60% or more of the aggregate principal amount of the Additional Notes to be sold agree upon, orally or in writing (which time and place are designated as the “Additional Closing”).
Sale of Additional Notes. Substantially simultaneously with the Closing, the Company may issue additional Notes pursuant to one or more agreements (the “Other Agreements”), subject to the terms of the Indenture, with one or more other investors (the “Other Investors”), so long as the purchase price for any such additional Notes is not less than $[ ] per $1,000 principal amount of Notes.
Sale of Additional Notes. After the Closing Date, the Company may sell and issue at a subsequent closing, at any time prior to November 2, 2010, on the same terms and conditions as those contained in this Agreement, an aggregate of $750,000 in additional principal amount of Notes, provided that the aggregate amount for all Buyers together shall not exceed $11,800,000.”
(iii) The Schedule of Buyers attached to the Purchase Agreement is hereby amended and replaced by the Schedule of Buyers attached to this Agreement as Exhibit A and incorporated by reference herein.
Sale of Additional Notes. After the Initial Closing, the Company shall sell, on the same terms and conditions as those contained in this Agreement, additional Notes (the “Additional Notes”) at one or more closings to one or more additional purchasers (the “Additional Purchasers”); provided, that
(a) such subsequent sale is consummated on or prior to April 30, 2023, (b) the aggregate principal amount of all Notes issued at all Closings shall not exceed $20,000,000, and (c) each Additional Purchaser (if not currently a party hereto) shall become a party to this Agreement, by executing and delivering a counterpart signature page to this Agreement. Exhibit A to this Agreement shall be updated to reflect the number of Additional Notes purchased at each such Closing and the parties purchasing such Additional Notes.
Sale of Additional Notes. At any time before the 180-day anniversary of the Initial Closing, the Company may sell, pursuant to the terms of this Agreement, up to the balance of the Aggregate Investment Amount that was not sold at the Initial Closing (the “Additional Notes”), to the Lender (each such closing, an “Additional Closing”) in monthly installments not to exceed $375,000 on each of the 30-day, 60-day, 90-day and 120-day anniversary of the Initial Closing; provided, however, that the Company acknowledges and agrees that the Lender shall have the right, in its sole and absolute discretion, to refuse or decline to participate in purchasing a Note at any Additional Closing or making any other investment in the Company, and shall have no obligation to assist or cooperate with the Company in obtaining any financing, investment or other assistance. In addition, the Company acknowledges and agrees that (a) the Lender has not made any representation, undertaking, commitment or agreement hereunder to purchase any additional Note at any Additional Closing other than to purchase the Note at the Initial Closing subject to the conditions set forth herein, (b) no statements, whether written or oral, made by the Lender or its representatives on or after the date of this Agreement shall create an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment, and (c) the Company shall not rely on any such statement by the Lender or its representatives. If after the 120-day anniversary of the Initial Closing the Company shall not have sold the entire balance of the Aggregate Investment Amount that was not sold to the Lender at the Initial Closing or any Additional Closing, then the Company may sell, pursuant to the terms of this Agreement, up to the balance of the Aggregate Investment Amount to the Lender at any time prior to the 180- day anniversary of the Initial Closing, but the Lender shall be under no obligation to purchase any Note representing the balance of the Aggregate Investment Amount. Schedule 1 to this Agreement will be updated to reflect any Additional Note purchased at any such Additional Closing. Any notes issued and sold pursuant to this Section 4.2 shall be deemed to be “Notes” for all purposes under this Agreement. The purchase and sale of the Additional Notes, if any, shall take place remotely via the exchange of documents and signatures, at a date, time and place as the Company and the Lender agree upon, orally or in writin...
Sale of Additional Notes. (a) If after the Company's proposed public offering of the Company's Common Stock (including any exercise(s) of the underwriter's option (collectively the "PUBLIC OFFERING")), Investor owns less than 9.9% of the Company's Fully Diluted capital stock (on an as converted basis and after giving effect to the Public Offering price-based adjustment contained in the Note), within 10 business days of the related closing Investor may make, in its sole discretion, an additional loan hereunder pursuant to an irrevocable notice (subject to customary closing conditions) in such amount so that Investor, upon conversion of the initial Note and the additional loan, will own 9.9% of the Company's Fully Diluted capital stock (after giving effect to the Public Offering price based adjustment contained in the initial Note). Such 10-business day period shall be extended to the extent reasonably necessary or practicable to permit the closing of such loan(s). "FULLY DILUTED" means all shares of Company Common Stock outstanding or issuable upon exercise of all outstanding and reserved options, warrants or other convertible, exercisable or exchangeable securities convertible, exercisable or exchangeable into shares of the Company capital stock (on an as converted to Common Stock basis).
Sale of Additional Notes. After the Initial Closing, the Company may sell, on the same terms and conditions as those contained in this Agreement, additional Notes to one or more purchasers reasonably acceptable to the Company (the “Additional Purchasers”) at one or more additional Closings (each, an “Additional Closing”), provided that (i) such subsequent sale is consummated by September 30, 2018 (or such later date as may be approved by the Company in its sole discretion), (ii) each Additional Purchaser shall become a party to this Agreement by delivering a counterpart signature page to this Agreement, and (iii) the aggregate maximum principal amount of the Notes sold at the Initial Closing and the Additional Closings shall not exceed $1,000,000. Exhibit A shall be updated to reflect the additional Notes purchased at each such Additional Closing and the parties purchasing such additional Notes.
Sale of Additional Notes. After the Initial Closing and prior to July 1, 2013, upon five (5) days prior written notice to the Company of its election to purchase, the Purchaser may purchase, on the same terms and conditions as those contained in this Agreement, up to seventy-two (72) total Notes in the aggregate (the “Additional Notes”). Provided, however, that prior to each Closing after the Initial Closing, the Company and Aemetis shall be entitled to update the Company Disclosure Schedule attached hereto as Exhibit C. Any such additional disclosures shall not relieve any liability as to prior purchases under this Agreement. Provided, further, that the minimum amount of each Note purchased in each Closing after the Initial Closing shall be an aggregate principal of Five Hundred Thousand Dollars ($500,000) for each Note. Prior to June 30, 2013, the Company shall not offer or sell the Notes to any other potential purchasers without the Purchaser’s advance written consent, which shall not be unreasonably withheld. Nothing herein shall prohibit the Company or any affiliate of the Company from raising other forms of debt or equity capital.
