The Subsequent Closing Sample Clauses
The Subsequent Closing. At each Closing (subject to the satisfaction of the closing conditions set forth in Sections 6 and 7 herein, as applicable, or respective waiver thereof by Lead Purchaser or the respective Subsequent Purchaser, at or prior to the Subsequent Closing), the Company shall issue and allot to each Subsequent Purchaser, and each Subsequent Purchaser shall purchase from the Company, its respective allocation of the Subsequent Purchased Shares. Each closing of the sale and purchase of the Subsequent Purchased Shares (each a “Subsequent Closing”) shall take place remotely via the exchange of documents and signatures, upon the date, time and place as the Company and each Subsequent Purchaser shall mutually agree (each such date is hereinafter referred to as the “Subsequent Closing Date”). It is clarified that Lead Purchaser shall participate as a Subsequent Purchaser, and contribute, in the last Subsequent Closing, an amount equal to all amounts invested by any other Subsequent Purchaser under all Subsequent Closings, provided that in no event shall SHC be required to provide, nor Company be required to accept from SHC, any amount exceeding an aggregate amount of US$[***] within the course of all Subsequent Closings (the “Investment Match Amount”). Notwithstanding the aforesaid, in the event that the Company consummates a Subsequent Closing with a Subsequent Purchaser within [***] days after the Subsequent Closing Period, then the Lead Purchaser shall be required to contribute the Investment Match Amount, provided that such Subsequent Purchaser has committed to the Company in writing its intention to purchase Subsequent Purchased Shares within the Subsequent Closing Period.
The Subsequent Closing. (a) At the Subsequent Closing (as defined in Section 1.3(b)), the Other Investors shall purchase from the Company and the Company shall sell to the Other Investors up to $1,000,000 of Series D Preferred Stock in the respective amounts set forth opposite the names and signatures of each Other Investor on the signature pages hereof (the "Subsequent Purchase"). The per share purchase ------------------- price to be paid by the Other Investors for Series D Preferred Stock shall be the "Stated Value" (as of the Subsequent Closing of the Series D Preferred Stock ------------ (which Stated Value is currently $1.36)) as defined in the Restated Certificate. The number of shares of Series D Preferred Stock shall not exceed 735,294 (based upon the $1.36 current price). The number of shares of Series D Preferred Stock purchased at the time of the Subsequent Purchase shall equal the Purchase Price of the Series D Preferred Stock the Other Investors have agreed to purchase divided by the Stated Value of the Series D Preferred Stock as of the Subsequent Closing. The Other Investors shall be: (i) those Persons who are signatories hereto at the time of execution of this original agreement by the Company, Conning and Beacon (as to the amount shown to be purchased by them) and (ii) those Persons added as parties hereto (or who wish to increase the amount originally agreed to be purchased by them) who are mutually acceptable to the Company, Conning and Beacon and consist of current shareholders of the Company and/or senior management of the Company (including Squam Lake Investors II, L.P. ("SLI")) and also Sundree Securities, Inc., (who is acceptable) who become --- parties to this Agreement as purchasers of shares of Series D Preferred Stock in amounts mutually acceptable to the Company, Conning and Beacon.
(b) The closing of the Subsequent Purchase (the "Subsequent Closing") ------------------ shall likewise take place at the offices of ▇▇▇▇▇▇▇▇, ▇▇▇▇▇ & ▇▇▇▇▇▇▇, P.C., or a location mutually acceptable to the Company and the Other Investors on a date not later than seventy-five (75) days after the Initial Closing (the "Subsequent ---------- Closing Date") subject to the satisfaction or waiver of each of the closing ------------ conditions thereto set forth herein. The Company will provide each Other Investor with not less than five (5) days advance notice of the Subsequent Closing Date.
The Subsequent Closing. The rights and obligations of each of the Investors to purchase any shares of the Series A Preferred Shares at the Subsequent Closing are subject to the fulfilment, on or before such Closing, of each of the following conditions precedent, in addition to the conditions precedent set forth in Section 4.1 (except for Sections 4.1(g), (h), (i) and (j)), unless otherwise waived by each of the Investors:
(a) a written certification by a director of each of the Investors that Milestone #1 has been satisfied;
(b) a written certification by a director of each of the Investors that there has not been any material breach by the Company, the WFOE Subsidiary, QUALCOMM or Techfaith, as the case may be, to any of the Transaction Documents and/or the WFOE Articles of Association; and
(c) a written certification by a director of each of the Investors that there has not been any material breach by the Company, the WFOE Subsidiary, QUALCOMM or Techfaith, as the case may be, to any of the License Agreements.
The Subsequent Closing. Subject to the conditions specified in Section 4, at the Subsequent Closing (as defined in Section 1.3) the Investor shall purchase and receive from the Corporation and the Corporation shall sell and deliver to the Investor, 675,680 shares of Series F Preferred Stock and Warrants to purchase 33,784 shares of Series F Preferred Stock (the shares of Series F Preferred Stock issuable upon exercise of the Warrants being referred to as the "Warrant Shares"). The aggregate purchase price to be paid by the Investor for the Series F Preferred Stock and the Warrants under this Section 1.2 is $2,500,016 (the "Purchase Price"). At the Subsequent Closing, the outstanding principal amount of the Note together with any interest accrued thereon shall be applied towards payment of the Purchase Price and the Purchase Price shall be thereby reduced on a dollar for dollar basis.