Amendment and Exchange Agreements definition
Examples of Amendment and Exchange Agreements in a sentence
Each of the Transaction Documents (as defined in the Amendment and Exchange Agreements) is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects, except as otherwise amended hereby or in accordance herewith.
Upon confirmation that the Required Holders shall have executed the Amendment and Exchange Agreements, the closing of the Exchange (the “Closing”) shall occur on August 7, 2013 or such other date as is mutually acceptable to the Holder and the Company (the “Closing Date”).
The Company and each of the Investors are entering into Amendment and Exchange Agreements dated the date hereof (collectively, the “Exchange Agreements”), pursuant to which, among other things, the Company and each Investor shall exchange a portion of its Existing Notes for the “Exchanged Notes” (as defined in the Exchange Agreement) (as such Notes may be amended, restated, replaced or otherwise modified from time to time in accordance with the terms thereof, collectively, the “Notes”).
This Agreement, the Securities Purchase Agreement, the Amendment and Exchange Agreements, the Warrants and the Certificate of Designations constitute the entire agreement among the parties hereto with respect to the subject matter hereof and thereof.
This Agreement, the Securities Purchase Agreement, the Amendment and Exchange Agreements, the Warrant and the Certificate of Designations supersede all prior agreements and understandings among the parties hereto with respect to the subject matter hereof and thereof.
In any case, the number of outstanding shares of Common Stock shall be determined after giving effect to the conversion or exercise of securities of the Company, including the Exchanged CAP Notes (as defined in the Amendment and Exchange Agreements) and the Exchanged CAP Warrants, by the Holder and its affiliates since the date as of which such number of outstanding shares of Common Stock was reported.
Each Stockholder acknowledges receipt and review of a copy of the Amendment and Exchange Agreements and the other Transaction Documents (as defined in the Amendment and Exchange Agreements).
The Company shall prepare, and, as soon as practicable but in no event later than 30 days after the Closing Date (as defined in the Amendment and Exchange Agreements) (the "INITIAL FILING DEADLINE"), file with the SEC the Initial Registration Statement on Form S-3 covering the resale of all of the Initial Registrable Securities.
This Warrant may be offered for sale, sold, transferred or assigned without the consent of the Company, except as may otherwise be required by the Amendment and Exchange Agreements.
Whenever notice is required to be given under this Warrant, unless otherwise provided herein, such notice shall be given pursuant to the notice provisions of the Amendment and Exchange Agreements.