Commencement Irrevocable Transfer Agent Instructions definition

Commencement Irrevocable Transfer Agent Instructions shall have the meaning assigned to such term in Section 10.1(iv).
Sample 1Sample 2Sample 3
Commencement Irrevocable Transfer Agent Instructions shall have the meaning assigned to such term in Section 10.1(iv). “Commission” means the U.S. Securities and Exchange Commission or any successor entity. “Commission Documents” shall mean (i) all reports, schedules, registrations, forms, statements, information and other documents filed with or furnished to the Commission by the Company pursuant to Section 13(a), 13(c), 14 or 15(d) of the Exchange Act since March 24, 2021 and which hereafter shall be filed with or furnished to the Commission by the Company, including, without limitation, the Current Report, (ii) each Registration Statement, as the same may be amended from time to time, the Prospectus contained therein and each Prospectus Supplement thereto and (iii) all information contained in such filings and all documents and disclosures that have been and heretofore shall be incorporated by reference therein. “Commitment Shares” means a number of duly authorized, validly issued, fully paid and non-assessable Ordinary Shares equal to (i) $3,000,000, divided by (ii) the lower of (A) the Closing Sale Price of the Ordinary Shares on the Nasdaq on the date hereof 1 , which price shall be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split or other similar transaction, and (B) the Closing Sale Price of the Ordinary Shares on the Nasdaq on the date immediately prior to the date that the Initial Registration Statement is filed with the Commission, provided that in any event item (ii) shall not be less than the then Par Value. “Company” shall have the meaning assigned to such term in the preamble of this Agreement. “Compliance Certificate” shall have the meaning assigned to such term in Section 7.2(ii). “Confidential Data” shall have the meaning assigned to such term in Section 5.43. “Cover Price” shall have the meaning assigned to such term in Section 3.2. “Current Report” shall have the meaning assigned to such term in Section 2.3.
Sample 1
Commencement Irrevocable Transfer Agent Instructions shall have the meaning assigned to such term in Section 10.1(iv). “Commission” means the U.S. Securities and Exchange Commission or any successor entity. “Commission Documents” shall mean (1) all reports, schedules, registrations, forms, statements, information and other documents filed with or furnished to the Commission by the Company pursuant to Section 13(a), 13(c), 14 or 15(d) of the Exchange Act since May 31, 2023, including, without limitation, (A) the Annual Report on Form 10-K filed by the Company for its fiscal year ended December 31, 2023 (the “2023 Form 10-K”) and (B) the Current Report, (4) each Registration Statement, as the same may be amended from time to time, the Prospectus contained therein and each Prospectus Supplement thereto and (5) all information contained in such filings and all documents and disclosures that have been and heretofore shall be incorporated by reference therein. “Commitment Fee” means an amount in cash equal to up to $200,000, which the Company shall pay to the Investor, pursuant to, at such time(s) and in such manner as set forth in Section 10.1(ii) of this Agreement.
Sample 1

Examples of Commencement Irrevocable Transfer Agent Instructions in a sentence

  • The Company shall provide confirmation of receipt by the Transfer Agent of all instructions pursuant to the Commencement Irrevocable Transfer Agent Instructions with respect to Purchase Shares within one Business Day of delivery of any Purchase Notice.

  • The Company shall provide confirmation of receipt by the Transfer Agent of all instructions pursuant to the Commencement Irrevocable Transfer Agent Instructions with respect to Purchase Shares within one (1) Business Day of delivery of any Purchase Notice.

  • On the date of the Initial Prospectus Supplement, the Company shall issue to the Transfer Agent, and any subsequent transfer agent, irrevocable instructions in the form agreed to prior to the date hereof (the "Commencement Irrevocable Transfer Agent Instructions") to issue the Purchase Shares in accordance with the terms of this Agreement and the Registration Rights Agreement.

  • The Commencement Irrevocable Transfer Agent Instructions shall have been executed by the Company and delivered to and acknowledged in writing by the Transfer Agent, and the Notice of Effectiveness relating to the Registration Statement shall have been executed by the Company’s outside counsel and delivered to the Transfer Agent.

  • The Company represents and warrants to the Investor that, while this Agreement is effective, no instruction other than the Commencement Irrevocable Transfer Agent Instructions and the Notice of Effectiveness of Registration Statement referred to in this Section 6 will be given by the Company to the Transfer Agent with respect to the Purchase Shares, and the Purchase Shares covered by the Registration Statement shall otherwise be freely transferable on the books and records of the Company.

  • The Commencement Irrevocable Transfer Agent Instructions shall have been executed by the Company and delivered to acknowledged in writing by the Transfer Agent, and the Notice of Effectiveness relating to the Initial Prospectus Supplement shall have been executed by the Company’s outside counsel and delivered to the Transfer Agent.

  • The Commencement Irrevocable Transfer Agent Instructions shall have been executed by the Company and delivered to acknowledged in writing by the Company’s Transfer Agent, and the Notice of Effectiveness relating to the Initial Registration Statement shall have been executed by the Company’s outside counsel and delivered to the Transfer Agent.

  • The Company represents and warrants to the Investor that, while this Agreement is effective, no instruction other than as contemplated by the Commencement Irrevocable Transfer Agent Instructions will be given by the Company to the Transfer Agent with respect to the Purchase Shares from and after Commencement, and no instruction or other communication to the Transfer Agent with respect to the issuance of the Purchase Shares shall be made without the approval of the Investor.

  • The Commencement Irrevocable Transfer Agent Instructions shall have been executed by the Company and delivered to acknowledged in writing by the Transfer Agent.

  • Certain Fees and Expenses; Commitment Shares; Commencement Irrevocable Transfer Agent Instructions 33 Section 10.2. Specific Enforcement, Consent to Jurisdiction, Waiver of Jury Trial 35 Section 10.3. Entire Agreement 35 Section 10.4. Notices 35 Section 10.5. Waivers 37 Section 10.6. Amendments 37 Section 10.7. Headings 37 Section 10.8. Construction 37 Section 10.9. Binding Effect 37 Section 10.10.

Related to Commencement Irrevocable Transfer Agent Instructions

  • Payment Instructions has the meaning set forth in Section 5.2(a) of the Loan Agreement.

  • Instruction Letter means written instructions in a form acceptable to NCPS and executed by Issuer Party with Issuer Party directing NCPS to promptly disburse the Escrow Funds to Issuer pursuant to Section 4(a).

  • Letter of Representations means any applicable agreement among the Corporation, the Depositary and a Global Receipt Depository with respect to such Global Receipt Depository’s rights and obligations with respect to any Global Registered Receipts, as the same may be amended, supplemented, restated or otherwise modified from time to time and any successor agreement thereto.

  • Irrevocable Letter of Credit means an irrevocable letter on the financial institution’s standard form containing a request that the party to whom it is addressed pay the bearer or a person named therein money as a result of failure to perform or fulfill all the covenants, undertakings, terms, conditions and agreements contained in a contract.