Subsequent Tranches. CEPI will pay the initial 6-month tranche of funding after receipt of a payment request by Awardee following signature of this Agreement. All subsequent 6-month tranches will be paid by CEPI within [***] after receipt of all of the following: (i) a payment request by Awardee; and (ii) the required IPDP Report (Annex D) and Financial Reports (Annex F), adjusted appropriately for any underspend from any previous payments. ANNEX A: TERMS AND CONDITIONS – SCHEDULE A
Subsequent Tranches. Subject to the terms and conditions set forth herein, the Closing of any subsequent Tranche (each, a “Subsequent Tranche”) shall occur on the earlier of (i) such date as the Company and Lead Investor may agree and (ii) the date that is sixty (60) Trading Days following the disbursement of the preceding Tranche; provided, that:
(i) the closing price of the Common Stock on the Trading Market shall have been equal to or in excess of 200% of the Floor Price (as defined in the Notes) on the Trading Day immediately preceding the applicable Closing Date; and
(ii) the Closing of any subsequent Tranche shall be for only one Tranche of Notes having an initial aggregate Principal Amount equal to up to One Million and zero/100 Dollars ($1,000,000).
Subsequent Tranches. If the Company has a Registration Statement declared effective within seventy-five (75) days of the Initial Closing, the Buyer shall purchase additional tranches of the Note up to the lesser of (i) $272,500.00 of principal; or (ii) the amount that the Buyer can purchase and include in the Registration Statement. Under no circumstances shall the principal amount purchased under all tranches (including the initial tranche) exceed $545,000.00. However, if the Registration Statement prohibits, or otherwise limits, the ability of the Buyer to sell any of the Securities thereunder, at the prevailing market price (each or any, a “Price Restriction”), the obligation of the Buyer to purchase a subsequent tranche or tranches shall not be triggered. Further, the registration obligations of the Company under this Agreement, the Note, the Warrants, the Registration Rights Agreement, or any other document connected herewith and therewith, obligating the Company to register any of the Securities shall not be satisfied if any Price Restriction in the Registration Statement exists.
Subsequent Tranches. (a) Upon satisfaction or waiver of the Subsequent Tranche Conditions (as defined below) and so long as the Company has not received an MAE Notice from the Purchaser on or before the MAE Notice Date (as defined below) applicable to the Subsequent Tranche Conditions, the Purchaser shall subscribe for, and the Majority Shareholders shall procure that the Company issues to the Purchaser, a Note on each funding date after the Closing set forth on Exhibit A under the heading “Subsequent Tranche Payments” (each, a “Subsequent Tranche”). With respect to the Subsequent Tranche Conditions, if the Company’s Board of Directors and the Purchaser each confirms in writing that the Subsequent Tranche Conditions have been achieved or satisfied, then the Subsequent Tranche Conditions will be deemed to be satisfied.
Subsequent Tranches each subsequent tranche may be drawn down upon the achievement of the Milestones applicable to that tranche, provided that the Lenders' obligation to make such subsequent tranches available for drawing down:
Subsequent Tranches. Subject to the terms and conditions set forth herein, the Closing of any subsequent Tranche (each, a “Subsequent Tranche”) shall occur on such date as the Lead Buyer shall determine, if at all; provided, however, that the Closing of the Subsequent Tranches shall only occur after the date of the final consummation of the Business Combination.
Subsequent Tranches. 4. For the subsequent Tranches, the selection and approval processes would largely follow the same procedures as the Tranche 1 and 2 projects. The States needs for new IVCs under the Program cover a wide range of possible interventions and investments. Due to the big number of potential IVCs, a three-phase selection process will be followed.
Subsequent Tranches. On each Subsequent Closing Date (as defined below), the Company shall issue and sell to Purchaser, and Purchaser agrees to purchase from the Company, Notes in the aggregate original principal amount as may be required by the Company in a Funding Notice (in substantially the form attached hereto as Exhibit B hereto) but not less than $100,000, delivered to the Purchaser by the Company no less than 14 days prior to such Subsequent Closing Date (each such subsequent issuance and sale being hereinafter referred to as a “Subsequent Tranche”); provided, however, that in no event shall the Purchaser be obligated to Purchase Notes in an aggregate original principal amount in excess of $250,000 in any 30-day period.
Subsequent Tranches. After the Closing Date, subject to and upon the terms and conditions set forth herein, each Lender with a Term Commitment (other than an Initial Term Commitment) with respect to any Tranche of Term Loans (other than Initial Term Loans) severally, and not jointly, agrees to make a Term Loan under such Tranche to the applicable Term Borrower in an amount not to exceed such Term Lender’s Term Commitment under such Tranche on the date of incurrence thereof, which Term Loans under such Tranche shall be incurred pursuant to a single drawing on the date set forth for such incurrence. Such Term Loans may be Base Rate Loans if denominated in Dollars or Eurocurrency Rate Loans as further provided herein. Once repaid, Term Loans incurred hereunder may not be reborrowed.
Subsequent Tranches. From the subscription date of the Notes of the Second Part of the First Tranche (excluded) until the end of the Commitment Period, the Issuer shall have the right, but not the obligation, provided that all the conditions to the delivery of a Request and the funding of a Tranche set out in Clause 3.2 of this Agreement have been satisfied (or waived by the Investor), to from time to time ask for the disbursement of a Tranche (each a “Subsequent Tranche”), and the Investor shall have the obligation to subscribe for each such Subsequent Tranche within five (5) Trading Days from the delivery of the relevant Request. In the Request, the Issuer shall indicate the Share Issue Cap for the Notes of such Subsequent Tranche and for the Warrants to be issued with such Notes, being the minimum number of Shares to be available for issuance on the date of the Request according to Clause 3.2(vi). Each Subsequent Tranche shall be funded by the Investor through the subscription by the Investor of Notes of the Issuer at the Subscription Price, i.e. 96% of their par value. The aggregate principal amount of each Subsequent Tranche shall be equal to the lower of (i) five million Euros (EUR 5,000,000) and (ii) ten (10) times the combined average daily value traded on Euronext in Amsterdam and Euronext in Brussels in Euros of the Shares (as reported by Euronext) during the ten (10) Trading Days preceding the Request, up to a maximum aggregate principal amount of five million Euros (EUR 5,000,000) by Tranche, it being provided that the aggregate principal amount of each Subsequent Tranche may be increased or decreased upon mutual consent of the Investor and the Issuer. Each subscription date of any Tranche being a “Subscription Date”. Warrants having the characteristics described in Schedule 4, will be issued with each Subsequent Tranche subscribed by the Investor. The number of Warrants to be issued with each Subsequent Tranche shall be determined as follows:
