Secondary Sales. TCCs may be offered, resold, and assigned on a secondary market, either in their entirety or subdivided.
Secondary Sales. The Company agrees that it will not interfere with the holder of this Warrant in obtaining liquidity if opportunities to make secondary sales of the Company's securities become available. To this end, the Company will promptly provide the holder of this Warrant with notice of any offer (of which it has knowledge) to acquire from the Company's security holders more than five percent (5%) of the total voting power of the Company and will not interfere with any attempt by the holder in arranging the sale of this Warrant to the person or persons making such offer.
Secondary Sales. The Company agrees that it will not interfere with --------------- the holder of this Warrant in obtaining liquidity if opportunities to make secondary sales of the Company's securities become available so long as such sales are in accordance with all applicable state and federal securities laws.
Secondary Sales. The Company agrees to notify the holder of this Warrant if opportunities to make secondary sales of the Company's securities become available. To this end, the Company will promptly provide the holder of this Warrant with notice of any offer to acquire from the Company's
Secondary Sales. The PIPE may include sales of up to USD 5 million of PubCo Shares held by the former shareholders of the Company if Gross Cash equals USD 70 million. If Gross Cash exceeds USD 70 million, sales of PubCo Shares held by the former shareholders of the Company may exceed USD 5 million.
Secondary Sales. The Company agrees to assist the holder of this Warrant in obtaining liquidity if opportunities to make secondary sales of the Company's securities become available. To this end, the Company will promptly provide the holder of this Warrant with notice of any offer to acquire from the Company's securities holders more than five percent (5%) of the total voting power of the Company and will cooperate with the holder in arranging the sale of this Warrant, on a pro-rata basis, to the person or persons making such offer.
Secondary Sales. The Company will promptly provide the holder of this Warrant with notice of any offer (of which it has knowledge) to acquire from the Company's security holders more than ten percent (10%) of the total voting power of the Company.
Secondary Sales. Each Borrower acknowledges that Lender and its successors and assigns may (i) sell this Loan Agreement, the Deed of Trust, the Mortgages, the Notes and other Loan Documents to one or more investors as a whole loan, (ii) participate one or more Loans to one or more investors, (iii) deposit this Loan Agreement, the Deed of Trust, the Mortgages, the Notes and other Loan Documents with a trust, which trust may sell certificates to investors evidencing an ownership interest in the trust assets, or (iv) otherwise sell one or more of the Loans or interest therein to investors (the transactions referred to in clauses (i) through (iv) are hereinafter each referred to as "Secondary Market Transaction"). Each Borrower shall cooperate with Lender in effecting any such Secondary Market Transaction and shall cooperate to implement all requirements imposed by any Rating Agency involved in any Secondary Market Transaction. Each Borrower shall provide such information, legal opinions and documents relating to such Borrower, the applicable Project and any tenants of the Improvements as Lender may reasonably request in connection with such Secondary Market Transaction. In addition, each Borrower shall make available to Lender all information concerning its business and operations that Lender may reasonably request. Lender shall be permitted to share all such information with the investment banking firms, Rating Agencies, accounting firms, law firms and other third-party advisory firms involved with the Loan and the Loan Documents or the applicable Secondary Market Transaction. It is understood that the information provided by Borrowers to Lender may ultimately be incorporated into the offering documents for the Secondary Market Transaction and thus various investors may also see some or all of the information. Lender and all of the aforesaid third-party advisors and professional firms shall be entitled to rely on the information supplied by, or on behalf of, each Borrower and each Borrower indemnifies Lender as to any losses, claims, damages or liabilities that arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained in such information or arise out of or are based upon the omission or alleged omission to state therein a material fact required to be stated in such information or necessary in order to make the statements in such information, or in light of the circumstances under which they were made, not misleading. Lende...
Secondary Sales. The Case 1 exemption in section 708A(5) of the Corporations Act applies in relation to the Shares issued under this Agreement and:
(a) the Shares issued under this Agreement are in a class of securities that are capable of conversion into CDIs of the Company which:
(i) are quoted securities (as defined in the Corporations Act) of the Company at all times in the three (3) months before the date of issue; and
(ii) have been quoted on a financial market operated by ASX without being suspended from trading for more than a total of five (5) trading days during the shorter of the period during which the class of securities were quoted, and the period of twelve (12) months before the date of issue of the Shares issued under this Agreement.
(b) no exemption under section 111AS or 111AT of the Corporations Act or order under sections 340 or 341 of the Corporations Act, does or will cover the Company, or any Person, as a director or auditor of the Company, at any time in the relevant period referred to in paragraph (a)(ii);
(c) ASIC has not, and will not before the date of issue of the Shares issued under this Agreement, make a determination for contravention by the Company within the previous twelve (12) months of any of the provisions listed in section 708A(2) of the Corporations Act; and
(d) each offer for sale and each sale of Shares under this Agreement will not be an offer or sale to which sections 707(3) or 707(4) of the Corporations Act applies so as to require the offeror or seller to prepare and lodge with ASIC a prospectus or other document relating to the offer or sale.
Secondary Sales. Purchaser and Seller agree that with respect to the Secondary Sales, Purchaser may, subject to Section 14.2, assign its rights to purchase a total of up to sixty (60) Banking Centers and related Purchased Assets and its obligations to assume related Assumed Liabilities (x) to no more than two (2) purchasers in connection with Elective Sales, which assignments shall not result in Seller being required to complete more than two (2) conversions of any portion of the Transferred Business, provided that no Banking Center in the Expanded Footprint shall be the subject of an Elective Sale, and (y) additional third party purchasers as necessary in connection with Remedial Sales. Purchaser and Seller shall mutually agree to the schedule for all conversions. Notwithstanding the foregoing, Purchaser shall acquire the Primary Closing Credit Card Accounts and Receivables on the Primary Closing Date.
