Commitment Fee Shares definition

Commitment Fee Shares shall have the meaning set forth in Section 13.04.

Commitment Fee Shares means any shares of Common Stock issued to Investor in payment of the Commitment Fee.

Commitment Fee Shares means 5% (781,250 shares) of New Common Stock to be issued to and allocated among the Investor Parties as compensation for their undertakings in the Stock Purchase Agreement (or to Silver Point pursuant to the Share Purchase Agreement), subject to dilution by the New Common Stock Securities to be issued pursuant to the Management Incentive Plan.

Examples of Commitment Fee Shares in a sentence

• There is an effective Registration Statement pursuant to which the Investor is permitted to utilize the prospectus thereunder to resell all of the Commitment Fee Shares and Shares issuable pursuant to such Advance Notice.

• The Company has the requisite corporate power and authority to enter into and perform its obligations under this Agreement and the other Transaction Documents and to issue the Shares and Commitment Fee Shares in accordance with the terms hereof and thereof.

• The Company shall not enter into, announce or recommend to its shareholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents, including, without limitation, the obligation of the Company to deliver the Shares and the Commitment Fee Shares to the Investor in accordance with the terms of the Transaction Documents.

• The Company further acknowledges that the Investor is not acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to this Agreement and the transactions contemplated hereunder and any advice given by the Investor or any of its representatives or agents in connection with this Agreement and the transactions contemplated hereunder is merely incidental to the Investor’s purchase of the Shares and Commitment Fee Shares hereunder.

More Definitions of Commitment Fee Shares

Commitment Fee Shares has the meaning given to such term in Section 1.5 hereof.

Commitment Fee Shares means 500,000 restricted shares of the Company’s Common Stock to be issued to the Investor upon entry into this Agreement.

Commitment Fee Shares means, collectively, (i) the shares of Common Stock issued to Xxxxxx, SCANA and other Holders on the Closing Date pursuant to the Purchase Agreements and (ii) any securities paid, issued or distributed in respect of any shares of Common Stock referred to in clause (i) by way of stock dividend or distribution or stock split or in connection with a combination of shares, recapitalization, reorganization, merger, consolidation or otherwise.

Commitment Fee Shares means, collectively, (A) 125,000 restricted shares of HOFREC Common Stock, which were issued to Lender on or about March 1, 2022, and (B) an additional 225,900 restricted shares of HOFREC Common Stock, which were issued to Lender on or about December 22, 2022.

Commitment Fee Shares means freely tradable and legend free shares of Common Stock issued in payment of the Commitment Fee. “Common Shares” includes the Warrant Shares, the Additional Investment Shares, and any Commitment Fee Shares.

Commitment Fee Shares means any shares of Common Stock issued to Investor in payment of the Commitment Fee. The Company shall take all steps necessary to have all restrictive legends removed from the stock certificate evidencing Commitment Fee Shares prior to delivery to Investor or its designee, including without limitation causing the Company’s counsel to issue any necessary opinions to the Transfer Agent.

Commitment Fee Shares means the shares of Common Stock issued to Lanier, SCANA and other Holders on the Closing Date pursuant to the Purchase Agreements.