Sales of Common Stock. Subject to the satisfaction of all of the conditions set forth in Sections 6 and 7 hereof (the “Commencement” and the date of satisfaction of such conditions the “Commencement Date”), at any time commencing on the Commencement Date and thereafter, the Company shall have the right, but not the obligation, to direct the Investor, by its delivery to the Investor of a Purchase Notice from time to time, to purchase a minimum of one hundred thousand dollars ($100,000) and up to a maximum of two million dollars ($2,000,000) of Purchase Shares (the number of Purchase Shares being determined in accordance with Section 2(b) hereunder) for each Purchase Notice (subject to the Available Amount), at the Purchase Price on the Purchase Date (each, a “Purchase”). Each Purchase Notice will set forth the Purchase Price and number of Purchase Shares, in accordance with the terms of this Agreement. If the Company delivers any Purchase Notice for a Purchase Amount in excess of the limitations contained herein, such Purchase Notice shall be void ab initio to the extent of the amount by which the amount of Purchase Shares set forth in such Purchase Notice exceeds the amount of Purchase Shares which the Company is permitted to include in such Purchase Notice in accordance herewith, and the Investor shall have no obligation to purchase such excess Purchase Shares in respect of such Purchase Notice; provided, however, that the Investor shall remain obligated to purchase the amount of Purchase Shares which the Company is permitted to include in such Purchase Notice. Notwithstanding the foregoing dollar limitations, the Company and the Investor may, from time to time, mutually agree (in writing) to waive the aforementioned limitations for a relevant Purchase Notice, which waiver, for the avoidance of doubt, shall not exceed the Beneficial Ownership Limitation contained herein. The Company may not deliver more than one Purchase Notice to the Investor every five (5) Business Days unless, from time to time, the Company and the Investor mutually agree to different timing of the delivery Purchase Notices.
Sales of Common Stock. If the Company while any portion of this Warrant is outstanding, shall sell, issue or grant any Additional Stock for a price per share or exercise or conversion price less than the Exercise Price in effect on the date of such issuance of such Additional Stock (such lower price, the “Base Share Price” and such issuances collectively, a “Dilutive Issuance”) then, the Exercise Price shall be reduced to equal the Base Share Price and the number of Warrant Shares issuable hereunder shall be increased such that the aggregate Exercise Price payable hereunder, after taking into account the decrease in the Exercise Price, shall be equal to the aggregate Exercise Price prior to such adjustment.
Sales of Common Stock. During any time that a Placement Notice (as amended by the corresponding Acceptance, if applicable) is in effect, the Company will not (A) offer, pledge, announce the intention to sell, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant for the sale of, lend or otherwise transfer or dispose of, directly or indirectly, any Common Stock or securities convertible into or exchangeable or exercisable for or repayable with Common Stock, or file any registration statement under the Securities Act with respect to any of the foregoing (other than a shelf registration statement under Rule 415 under the Securities Act, a registration statement on Form S-8 or a post-effective amendment to the Registration Statement) or (B) enter into any swap or other agreement or transaction that transfers in whole or in part, directly or indirectly, any of the economic consequence of ownership of the Common Stock, or any securities convertible into or exchangeable or exercisable for or repayable with Common Stock, whether any such swap or transaction described in clause (A) or clause (B) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (w) the Common Stock to be offered and sold through Xxxxx Fargo Securities pursuant to this Agreement, (x) Common Stock issuable pursuant to the Company’s stock purchase plan as it may be amended or replaced from time to time, (y) equity incentive awards approved by the board of directors of the Company or the compensation and human resources committee thereof or the issuance of Common Stock upon exercise thereof and (z) Common Stock issuable upon the conversion, exchange or exercise of outstanding securities, warrants, rights, options or other similar instruments.
Sales of Common Stock. It is understood that the CSFB Entities propose to offer the Securities for sale to the public as set forth in the Prospectus.
Sales of Common Stock. HoMedics acknowledges that in the event the applicable requirements of Rule 144 are not met, registration under the 1933 Act or compliance with another exemption from registration will be required for any disposition of the Common Stock issuable upon exercise of this Warrant.
Sales of Common Stock. Except as disclosed in the Preliminary Prospectus, the Prospectus or the Time of Sale Prospectus, the Company has not sold, issued or distributed any shares of Common Stock during the six-month period preceding the date hereof, including any sales pursuant to Rule 144A under, or Regulation D or S of, the Securities Act, other than shares issued pursuant to employee benefit plans, qualified stock option plans or other employee compensation plans or pursuant to outstanding options, rights or warrants.
Sales of Common Stock. The Company may register for resale under the 1933 Act up to 3,000,000 shares of Common Stock held by Aura. Aura agrees that during the period commencing on the date hereof and ending one year after the date hereof (regardless of the number of shares beneficially owned at any time by Aura), Aura will not sell such shares pursuant to the registration statement filed in connection with such registration unless each such sale (i) is at a price of at least $6.00 per share and (ii) is made in blocks of at least 100,000 shares.
Sales of Common Stock. Unless and until this Agreement is terminated pursuant to Section 6, no Stockholder will sell or otherwise transfer any Beneficial Ownership in any shares of Common Stock to any Person not a party to this Agreement except:
(a) in open market transactions on the NASDAQ Global Stock Market or on such principal stock exchange as the Common Stock is then listed for trading; or if the Common Stock is not listed on any stock exchange at the time, then in transactions effected through trading on an inter-dealer quotation system if the Common Stock is then quoted on such a system, and if not, then through trading on over-the-counter bulletin boards or “pink sheets”; or
(b) in private transactions and only if any such private transaction is not to any Person or Group who the Stockholder reasonably believes after due inquiry Beneficially Owns or as a result of such transaction would Beneficially Own more than 4.9% of the then outstanding Common Stock.
Sales of Common Stock. If at any time after the date of this Agreement the Company shall issue Common Stock (other than a Permitted Issuance as defined below) at a price per share less than the lesser of the Average Market Price per share of Common Stock (as determined in the manner prescribed in Section 8 hereof) or, if the Exercise Price has been adjusted pursuant to Section 6(c), 91% of such adjusted Exercise Price, the Exercise Price shall be decreased to an amount determined by multiplying such Exercise Price in effect immediately prior to the date on which such issuance occurred by a fraction, the numerator of which is the sum of (x) the total number of shares of Common Stock outstanding on such issue date and (y) the number of shares of Common Stock which the aggregate consideration received by the Company for shares of Common Stock so issued would purchase at the greater of such Average Market Price or, if the Exercise Price has been adjusted pursuant to Section 6(c), 91% of such Adjusted Exercise Price, as the case may be, and the denominator of which shall be the sum of (a) the number of shares of Common Stock outstanding on such record date and (b) the number of additional shares of Common Stock issued. In the event such purchase price was paid, in whole or in part, with consideration other than cash, the value of such consideration shall be as determined in good faith by the Board of Directors of the Company, whose determination shall be conclusive and described in a statement filed with the Warrant Agent. The number of shares purchasable upon the exercise of each Warrant on such record date shall be increased to a number of shares equal to (i) the number of shares purchasable on such record date multiplied by the Exercise Price in effect immediately prior to the adjustment required by the preceding sentence, divided by (ii) the adjusted Exercise Price computed pursuant to the preceding sentence. Such adjustment shall be made successively whenever such issuances are consummated. For purposes of this Agreement, “Permitted Issuances” shall mean (i) the issuance during each annual period described below of up to a designated number of rights, stock options or shares of Common Stock to the Company’s employees and regularly engaged consultants pursuant to the Company’s existing stock option plans or any stock option plans hereafter adopted by the Company or pursuant to any restricted share agreement adopted by the Company: (A) during the period beginning on the date of th...
Sales of Common Stock. The Company shall not sell its common stock for less than $2.00 per share unless the Board of Directors, consisting of Bill Mercur, Phil Seid axx Xxxx Xxxz ox xxxx xxxer nomxxxx xxxxgnated by Investor, which is reasonably acceptable to Company's Board of Directors, unanimously agree.
