Sales Limitation Sample Clauses

Sales Limitation. Lender agrees and covenants that so long as no Event of Default has occurred, it will not sell Conversion Shares or the Redemption Conversion Shares on the open market in any given calendar week (being from Sunday to Saturday of that week) that the aggregate amount of such Conversion Shares and the Redemption Conversion Shares exceed fifteen percent (15%) of the weekly trading volume for the Ordinary Shares during any such week. For illustration purposes only, if the Ordinary Shares had a weekly trading volume of 10,000,000 Ordinary Shares in a given calendar week, Lender could only sell 1,500,000 Ordinary Shares during such calendar week. Borrower’s sole and exclusive remedy in the event of the breach by Lender of the foregoing volume limitation shall be to be reduce the Outstanding Balance by twice the amount Lender sold that exceeded the volume limitation.
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Sales Limitation. During the three (3) year period commencing on the Effective Date, in no event may more than the "Maximum Quarterly Sale Amount" (as defined below) of the Company Common Stock included in the Investor Securities be sold by all Holders to any person or entity. However, the aforesaid sales limitation shall not apply to a sale of the Company Common Stock (i) in a transaction which a majority of the Company Common Stock (other than the Company Common Stock held by all Holders) held by other stockholders or a majority of Company Common Stock held by affiliates of the Company (as defined in Rule 144 of the Securities Act) is being sold, (ii) in a piggy-back offering by the Company of its own Company Common Stock in accordance with Section 2.4 above, (iii) in a tender offer, merger, consolidation, reorganization, or other business combination of the Company or (iv) to a company controlled by, under common control with, or which controls the Investor, provided in such case that the terms, conditions, and limitations on sale of Company Common Stock set forth in this Agreement continue to apply to such transferred Company Common Stock. As used herein the term "MAXIMUM QUARTERLY SALE AMOUNT" for any calendar quarter is equal to that number of shares of the Company Common Stock equal to the greater of (A) seven-tenths of one percent (0.7%) of the total number of the then outstanding shares of the Company Common Stock (the "THEN OUTSTANDING SHARES") or (B) two and one-tenth percent (2.1%) of the Then Outstanding Shares minus the number of shares of the Company Common Stock sold by all Holders pursuant to this provision in the two (2) calendar quarters preceding the quarter in which the sale occurs; provided that the Investor shall be deemed for the purpose of this calculation to have sold that number of shares of Company Common Stock equal to seven-tenths of one percent (0.7%) of the Then Outstanding Shares in each of the two calendar quarters prior to the date of this Warrant. Any sale of Company Common Stock by the Investor during the three (3) year period commencing on the Effective Date shall be executed through Xxxxxxxxx, Xxxxxx & Xxxxxxxx Securities Corporation, if it provides competitive market terms for such transaction.
Sample 1
Sales Limitation. The Purchaser will not engage in short sales of the Company's Common Stock at any time, nor has it engaged in short sales of the Company's Common Stock prior to the execution of this Agreement. The Purchaser will not cause, advise, ask or assist others in shorting the Company's Common Stock. Additionally, upon conversion of the Note, the Purchaser will use its best efforts to facilitate the sale of the Note Shares in the market in a commercially reasonable manner.
Sample 1
Sales Limitation. Xxxxxx agrees that so long as no Event of Default has occurred, Lender will limit its sales of Conversion Shares received pursuant to the exercise of Conversion Rights in any given week to fifteen percent (15%) of the weekly trading volume of the Common Stock on Borrower’s principal trading market for such week, unless Borrower otherwise provides prior written consent to Lender for additional sales. Borrower’s sole and exclusive remedy in the event of a breach by Lender of the foregoing sales limitation shall be to reduce the Outstanding Balance by an amount equal to the number of shares of Common Stock sold by Lender in excess of the sales limitation multiplied by the volume weighted average price (as reported by Bloomberg, L.P.) of the Common Stock for the applicable week.
Sample 1
Sales Limitation. Notwithstanding anything to the contrary herein, the Buyer agrees that it shall not sell any Conversion Shares on any trading day if such sales (taken together with any sales of Success Fee Shares and/or Additional Shares on such trading day) would exceed 20% of the average daily trading volume for the trailing 30 day period; provided, however, this limitation shall not apply to sales made pursuant to Section 4(i).
Sample 1
Sales Limitation. During the three (3) year period commencing on the Effective Date, in no event may more than the "Maximum Quarterly Sale Amount" (as defined below) of the Company Common Stock included in the Investor Securities be sold by all Holders to any person or entity. However, the aforesaid sales limitation shall not apply to a sale of the Company Common Stock (i) in a transaction which a majority of the Company Common Stock (other than the Company Common Stock held by all Holders) held by other stockholders or a majority of Company Common Stock held by affiliates of the Company (as defined in Rule 144 of the Securities Act) is being sold, (ii) in a piggy-back offering by the Company of its own Company Common Stock in accordance with Section 2.4 above, (iii) in a tender offer, merger, consolidation, reorganization, or other business combination of the Company or (iv) to a
Sample 1
Sales Limitation. Each Holder agrees during the Effectiveness Period to limit the number of Registrable Securities sold by such Holder in the public market in any trading day to the Sale Limitation Amount.
Sample 1
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Related to Sales Limitation

  • Loss Limitation Losses allocated pursuant to Section 3.2 of this Agreement shall not exceed the maximum amount of Losses that can be allocated without causing any Unit Holder to have an Adjusted Capital Account Deficit at the end of any Fiscal Year. In the event some but not all of the Unit Holders would have Adjusted Capital Account Deficits as a consequence of an allocation of Losses pursuant to Section 3.2 of this Agreement, the limitation set forth in this Section 3.5 shall be applied on a Unit Holder by Unit Holder basis and Losses not allocable to any Unit Holder as a result of such limitation shall be allocated to the other Unit Holders in accordance with the positive balances in such Unit Holder’s Capital Accounts so as to allocate the maximum permissible Losses to each Unit Holder under Section 1.704-1(b)(2)(ii)(d) of the Regulations.

  • Review Process Limitations The Asset Representations Reviewer will have no obligation:

  • No Proceedings; Limitation on Payments (a) Each of the Seller, ACI, the Servicer, the Administrator, the LC Bank, the Purchaser Agents and the Purchasers and each assignee of the Purchased Interest or any interest therein, and each Person that enters into a commitment to purchase the Purchased Interest or interests therein, hereby covenants and agrees that it will not institute against, or join any other Person in instituting against, any Conduit Purchaser any bankruptcy, reorganization, arrangement, insolvency or liquidation proceeding, or other proceeding under any federal or state bankruptcy or similar law, for one year and one day after the latest maturing Note issued by such Conduit Purchaser is paid in full. The provisions of this paragraph shall survive any termination of this Agreement.

  • Adjustment to Number of Shares Upon each adjustment of the Exercise Price, the number of Shares issuable upon exercise of the Warrant shall be increased to equal the quotient obtained by dividing (x) the product resulting from multiplying (i) the number of Shares issuable upon exercise of the Warrant, and (ii) the Exercise Price, in each case as in effect immediately before such adjustment by (y) the adjusted Exercise Price.

  • Par Value Limitations Before taking any action that would cause an adjustment reducing the Purchase Price below one one-hundredth of the then par value, if any, of the Preferred Shares or other shares of capital stock issuable upon exercise of the Rights, the Company shall take any corporate action which may, in the opinion of its counsel, be necessary in order that the Company may validly and legally issue fully paid and nonassessable Preferred Shares or other such shares at such adjusted Purchase Price.

  • Minimum Amounts; Limitation on Number of Borrowings At the commencement of each Interest Period for any Eurodollar Borrowing, such Borrowing shall be in an aggregate amount that is an integral multiple of $1,000,000 and not less than $1,000,000. At the time that each ABR Borrowing is made, such Borrowing shall be in an aggregate amount that is an integral multiple of $1,000,000 and not less than $1,000,000; provided that an ABR Borrowing may be in an aggregate amount that is equal to the entire unused balance of the total Commitments or that is required to finance the reimbursement of an LC Disbursement as contemplated by Section 2.08(e). Borrowings of more than one Type may be outstanding at the same time, provided that there shall not at any time be more than a total of 8 Eurodollar Borrowings outstanding. Notwithstanding any other provision of this Agreement, the Borrower shall not be entitled to request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

  • Maximum Leverage Permit, as of any fiscal quarter end, the ratio of (a) Adjusted Portfolio Equity as of such fiscal quarter end to (b) Funded Debt as of such fiscal quarter end, to be less than 5.00 to 1.00.

  • Adjustment of Number of Shares Upon each adjustment in the Warrant Price, the number of Shares purchasable hereunder shall be adjusted, to the nearest whole share, to the product obtained by multiplying the number of Shares purchasable immediately prior to such adjustment in the Warrant Price by a fraction, the numerator of which shall be the Warrant Price immediately prior to such adjustment and the denominator of which shall be the Warrant Price immediately thereafter.

  • PERIOD OF LIMITATIONS No legal action shall be brought and no cause of action shall be asserted by or in the right of the Company against Indemnitee, Indemnitee’s spouse, heirs, executors or personal or legal representatives after the expiration of two years from the date of accrual of such cause of action, and any claim or cause of action of the Company shall be extinguished and deemed released unless asserted by the timely filing of a legal action within such two-year period; provided, however, that if any shorter period of limitations is otherwise applicable to any such cause of action such shorter period shall govern.

  • Exceptions to Limitations Conversions to Alternate Base Rate Loans shall be permitted in the case of clauses (i) and (ii) of Section 2.1(b) above, in each case, unless the Administrative Agent has otherwise accelerated the Obligations or exercised other rights that terminate the Commitments under Section 10.2.

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