Sale of Equity Securities. Borrower shall have provided Lenders with evidence reasonably satisfactory to Lenders that Borrower has received cash proceeds of not less than Eight Million Six Hundred Thousand Dollars ($8,600,000) from the sale of Borrower’s Series AA Preferred Stock.
Sale of Equity Securities a. Southern Security shall provide the Reserve Bank with at least 30 days advance written notice of the proposed sale or offering of any equity securities.
Sale of Equity Securities. Until the first day after the Restriction Period, uBid shall not sell or otherwise issue to any Person, or redeem or otherwise acquire from any Person, any Equity Securities of uBid; provided, however, that (i) the adoption by uBid of a rights plan shall not constitute a sale or issuance of Equity Securities; (ii) uBid may repurchase Equity Securities to the extent that such repurchases meet the requirements of section 4.05(1)(b) of Revenue Procedure 96-30, and (iii) uBid may issue Equity Securities of uBid (including issuances as compensation for services or pursuant to the exercise of compensatory stock options) that do not exceed in the aggregate a [40%] or greater interest in the Equity Securities of uBid over the period from and including the date of the Offering to the second anniversary of the Distribution Date and [45%] of the Equity Securities of uBid over the period from the date of the Offering to the end of the Restriction Period. For purposes of the preceding sentence (A) Equity Securities sold by shareholders of uBid pursuant to a uBid registration statement shall be considered to be Equity Securities issued by uBid, and (B) aggregate percentages shall be determined after taking into account the Equity Securities to be issued.
Sale of Equity Securities. Borrower shall, within forty-five (45) days after the date of this Agreement, provide Lenders with evidence reasonably satisfactory to Lenders that Borrower has received cash proceeds of not less than Ten Million Dollars ($10,000,000) from the sale of Borrower’s Series AA Preferred Stock, which amount shall be inclusive of the proceeds received by Borrower in satisfaction of the condition set forth in Section 3.2(f) of this Agreement.
Sale of Equity Securities. Without limiting the obligation of the Borrowers to obtain the consent of the Lenders in accordance with Section 12.01 with respect to any sale of equity securities not otherwise permitted hereunder, the Borrowers agree, on or prior to the closing of any sale of equity securities by the Borrowers or any of their Subsidiaries (other than the issuance of equity securities to employees in accordance with stock option and related employee benefit programs), to deliver to the Agent a statement certified by the chief financial officer of the Borrowers' Agent, in form and detail reasonably satisfactory to the Agent, of the estimated amount of the Net Cash Payments of such sale of equity securities that will (on the date of such sale) be received by the Borrowers or their Subsidiaries, and, upon the date of such sale of equity securities, the Borrowers shall prepay the Revolving Credit Loans by an aggregate amount equal to 100% of the Net Cash Payments of such sale of equity securities received by the Borrowers or their Subsidiaries, such prepayment to be effected in each case in the manner and to the extent specified in paragraph (e) of this Section 2.04.
Sale of Equity Securities. Borrower shall have provided Lender with evidence reasonably satisfactory to Lender that Borrower has received gross cash proceeds of not less than Five Million Dollars ($5,000,000) from the sale of Equity Securities.
Sale of Equity Securities. On a date which shall commence sixty (60) days following the date of consummation of the Net Equity Financing and conversion of the Note into Common Stock of the Company, subject to the applicable provisions of Regulation D and Rule 144, as promulgated under the Securities Act of 1933, as amended (the “Securities Act”), the Lender shall have the right to sell that number of Conversion Shares as shall provide the Lender with proceeds equal to the amount of the Consideration paid by the Lender to the Company pursuant to this Agreement. If the Next Equity Financing shall be an initial public offering of securities of the Company (an “IPO”), subject only to any limitations imposed by the managing underwriter or placement agent in such IPO, the Company shall register under the Securities Act and the Lender shall be permitted to sell in the IPO, that number of Conversion Shares (the “Registered Shares”) which, based on the initial per share offering price of Common Stock sold by the Company in the IPO (the “Offering Price”), shall equal the Consideration. In addition and in connection with such IPO, the Company shall dedicate and allocate sufficient net proceeds from such IPO and proceeds from the sale of the Notes to buy back from the Lender, at the per share Offering Price, additional shares to cover the “short fall”, if any, between (i) the Consideration paid by the Lender for his or its Note, and (ii) the proceeds received by the Lender (exclusive of selling commissions and taxes) from the sale of the Registered Shares during the first 30 trading days that sales of Registered Shares shall be permitted. Such obligation will not apply to any Lender to the extent that such Lender elects not to sell Registered Shares during such 30 trading days. The provisions of this Section 6.1 shall be incorporated in a separate mutual indemnity agreement between the Company and each Lender to be entered into in connection with an IPO. All of the remaining Conversion Shares and Warrant Shares shall be subject to the provisions of Section 6.2 below.
Sale of Equity Securities. On the terms and subject to the conditions set forth herein, at the Closing and for the consideration further described in this Article II:
Sale of Equity Securities. Without limiting the obligation of the Borrowers to obtain the consent of the Lenders in accordance with Section 12.01 with respect to any sale of equity securities not otherwise permitted hereunder, the Borrowers agree, on or prior to the closing of any sale of equity securities by the Borrowers or any of their Subsidiaries (other than the issuance of equity securities to employees in accordance with stock option and related employee benefit programs), to deliver to the Agent a statement certified by the Chief Financial Officer of CTG, in form and detail reasonably satisfactory to the Agent, of the estimated amount of the Net Cash Payments of such sale of equity securities that will (on the date of such sale) be received by the Borrowers or their Subsidiaries in cash, and, upon the date of such sale of equity securities, the Borrowers shall prepay the Revolving Credit Loans (and, after all of the Revolving Credit Loans have been fully paid, the Borrower shall prepay the Term Loans) by an aggregate amount equal to 100% of the Net Cash Payments of such sale of equity securities received by the
Sale of Equity Securities. Without the consent of the holders of at least 60% in principal amount of the Notes at the time outstanding, the Company will not, and will not permit any Subsidiary to, issue or sell any shares of its capital (other than pursuant to the exercise of employee stock options and warrants) or securities convertible into or exchangeable or exercisable for shares of its capital stock, except that any Subsidiary may issue such shares or other securities to the Company. At a minimum (but without limitation), the holders of the Notes will require that, concurrently with the issuance of any such shares or other securities, the Company (a) repay the loan outstanding under the Loan and Security Agreement between the Company and Coast Business Credit, (b) pay in advance the interest payment to become due on the Notes on February 25, 2000, and (c) pay the fees and disbursements of the Noteholders' special counsel incurred in connection with the transactions contemplated by Amendment No. 3 and Amendment No. 4."
