Termination of Offering. The Investor understands and agrees that it will not be entitled to exercise the rights of a shareholder of the Company until an appropriate certificate representing the Preferred Stock for which it has subscribed has been issued to it on the day of the Closing. If (a) the Company shall have reasonably determined that an event has occurred or a condition exists which could materially and adversely affect the business or proposed business of the Company and that such possibility warrants termination of the Offering, (b) the condi- tions to the Closing of the Offering are not satisfied or (c) the Company elects to terminate the Offering, the Offering will be terminated, and the Company will not issue the Preferred Stock and the Company will not be entitled to payment of the purchase price for the Preferred Stock.
Termination of Offering. The Offering shall terminate on the date selected by the Manager in its sole discretion.
Termination of Offering. If the Offering should be terminated, the Company shall promptly so advise the Bank in writing, and shall authorize and direct the Bank to return the Subscription Payments to the Purchasers. The Bank thereupon shall return those Subscription Payments to the extent they have not been distributed per Section 1.6 to the Purchasers from whom they were received. Any interest earned on the Subscription Payments and not theretofore distributed pursuant to Section 1.3 hereof shall be paid in accordance with Section 1.3 hereof. Upon paying such disbursements to the Purchasers and the Company, the Bank shall be relieved of all of its obligations and liabilities under this Bank Agreement.
Termination of Offering. In the case of a registration initiated by OWW, nothing contained herein shall prohibit OWW from determining, at any time, not to file a registration statement or, if filed, to withdraw such registration or terminate or abandon the registration related thereto, without prejudice, however, to the rights of the members of the Travelport Affiliated Group to immediately request a registration pursuant to Section 5.2 hereof.
Termination of Offering. All payments will be held by the Company until the Company declares the Closing effective or terminates the Offering. The Offering will be terminated if either (i) the Closing does not become effective on or prior to March 1, 2009, which date the Company may extend, in its sole discretion, but not beyond March 31, 2009, or (ii) the Company elects to terminate the Offering. If the Offering is terminated, the Company will return any payments received, without interest, to the Subscribers.
Termination of Offering. The Managing Member, in its sole discretion, is authorized at any time, to terminate and discontinue any offering of Units, in whole or in part or in respect of any particular jurisdiction.
Termination of Offering. The Offering shall terminate upon the happening of the earlier of (i) the sale of all of the Stock, (ii) June 30, 2002, (or such later date if the Offering is extended by the Issuer for an additional period, not to extend beyond December 31, 2002), or (iii) the withdrawal or cancellation of the Offering by the Issuer in its sole and absolute discretion (the earlier of (i), (ii) and (iii) being sometimes referred to herein as the "Termination Date"). Upon the Agent's receipt of written notice from the Issuer of the termination of the Offering, the Agent immediately shall cease making offers of the Stock and shall terminate all then pending offers.
Termination of Offering. This Agreement shall terminate upon the termination or completion of the Offering.
Termination of Offering. 6 Section 5.08 Return of Member's Capital Contribution....................6 Section 5.09 Adjustment to Number of Units Issued.......................6
Termination of Offering. The Offering will terminate on October 15, 1999 unless extended by mutual agreement of the Company and Sunrise (the "Termination Date"). On the Termination Date, any funds remaining in escrow that have not been closed upon shall be promptly returned to subscribers, without interest thereon. Exhibit B --------- Warrant No. ____ Warrant to Purchase ______ Shares COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock (par value $0.001 per share) of CAMBRIDGE HEART, INC. (Delaware corporation) Expires October __, 2004 NEITHER THESE SECURITIES NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS THEREUNDER AND IN COMPLIANCE WITH APPLICABLE STATE SECURITIES OR BLUE SKY LAWS. VOID AFTER 8:00 P.M. NEW YORK TIME, ON OCTOBER [ ], 2004 CAMBRIDGE HEART, INC. Warrant to Purchase Shares of Common Stock THIS CERTIFIES that, for good and valuable consideration received, [ ] (the "Holder"), is entitled to subscribe for and purchase from CAMBRIDGE HEART, ------ INC., a Delaware corporation (the "Company"), upon the terms and conditions set ------- forth herein, at any time or from time to time after October __, 1999, until 5:00 P.M. New York City time on October __, 2004 (the "Expiration Date"), all or --------------- any portion of [ ] shares (the "Warrant Shares") of common stock of the Company, -------------- par value $0.001 per share (the "Common Stock"), subject to adjustment as provided herein, at a price of $3.50 per share, subject to adjustment as provided herein (the "Exercise Price"). This Warrant shall not be redeemable by -------------- the Company. This Warrant may be sold, transferred, assigned or hypothecated at any time and the term the "Holder" as used herein shall include any ------ transferee to whom this Warrant has been transferred.
