First Closing Securities definition

First Closing Securities has the meaning set forth in Section 1.1(a).
Sample 1Sample 2
First Closing Securities means the Shares and the Common Warrants sold in the First Closing.
Sample 1Sample 2
First Closing Securities means the Shares and the Common Warrants sold in the First Closing. “First Closing Shares” has the meaning set forth in Section 2.1.
Sample 1Sample 2

Examples of First Closing Securities in a sentence

  • The sale of the First Closing Securities by the Company to such Purchaser shall not be prohibited by any law or governmental order or regulation.

  • Subject to the terms and conditions of this Agreement (including Sections 4 and 5), the purchase and sale of the First Closing Securities shall take place remotely via the exchange of documents and signatures (the “First Closing”) on the date hereof (the “First Closing Date”).

  • The Company agrees to timely file a Form D with respect to the First Closing Securities and to provide a copy thereof, promptly upon request of the Purchaser.

  • At or prior to the First Closing, each Purchaser will pay the aggregate First Closing Purchase Price for the First Closing Securities as set forth opposite such Purchaser’s name on Exhibit A hereto (the “First Closing Purchase Price”) by wire transfer of immediately available funds to the Company in accordance with wire instructions provided by the Company to the Purchasers prior to the First Closing.

  • The closing of the purchase and sale of the First Closing Securities (the "First Closing") is taking place concurrently with the execution and delivery of this Agreement.

  • The aggregate purchase price (the "Purchase Price") for the First Closing Securities and the Seller Shares is $1,850,000.00.

  • Other than pursuant to the Registration Statement, or pursuant to a registration statement covering the First Closing Securities in the event that the Closing does not occur by February 2, 2004, prior to the Effective Date, the Company may not file any registration statement (other than on Form S-8) with the Commission with respect to any securities of the Company.

  • The Gross purchase price net of discounts for this Agreement is $ 2,658,034.00 Less discounts and trade allowance* - $ 590,000.00 Net Purchase Price (the "Purchase Price") $ 2,068,034.00 *Trade allowance amount is based on ALL ROMAC's used Sun equipment being made available and being received complete according to the time frames specified in our letter of November 18, 1996.

  • Buyer is acquiring the First Closing Securities and the Seller Shares (and, if applicable, the Remaining CI Shares) for investment for its own account, not as a nominee or agent, and not with a view to the resale or distribution of any part thereof in violation of the Securities Act of 1933, as amended (the "Securities Act").

  • The purchase and sale of the First Closing Securities (the “First Closing”) shall occur as soon as practicable after the execution of the Agreements by the Company and the Purchasers on a date mutually agreed upon by the Company and the Purchasers (the “First Closing Date”) at the offices of the Company’s counsel.


More Definitions of First Closing Securities

First Closing Securities means the 2,140,101 shares of Common Stock and warrants, including the 1,070,051 shares of Common Stock issuable upon exercise thereof, issued pursuant to that certain Securities Purchase Agreement dated as of December 23, 2003, by and among the Company and the investors identified on the signature pages thereto.
Sample 1
First Closing Securities means those securities issued by I-Link and held by Winter Harbor on the date of this Agreement that are designated as "First Closing Securities" on Exhibit A. In the event of any change in the outstanding securities of I-Link by reason of stock dividends, splits, combinations, subdivisions or reclassifications, mergers, recapitalizations, extraordinary dividends or distributions, exchanges of shares or the like, the type and number of securities constituting the First Closing Securities shall be appropriately adjusted.
Sample 1
First Closing Securities has the meaning set forth in Section 8.1.
Sample 1

Related to First Closing Securities

  • Closing Securities shall have the meaning ascribed to such term in Section 2.1(a)(ii).

  • Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).

  • Qualifying Securities means securities issued by the Issuer that:

  • APM Qualifying Securities means, with respect to an Alternative Payment Mechanism, any Debt Exchangeable for Preferred Equity or any Mandatory Trigger Provision, one or more of the following (as designated in the transaction documents for any Qualifying Capital Securities that include an Alternative Payment Mechanism or a Mandatory Trigger Provision or for any Debt Exchangeable for Preferred Equity, as applicable):

  • Existing Securities means, collectively, the Equity Securities and the Debt Securities.

  • First Closing has the meaning set forth in Section 2.1(a).

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Controlling Securities means (i) the Class A Notes so long as the Class A Notes are outstanding, (ii) after the Class A Notes are no longer outstanding, the Class B Notes so long as the Class B Notes are outstanding and (iii) after the Class B Notes are no longer outstanding, the Class C Notes so long as the Class C Notes are outstanding.

  • Second Closing has the meaning set forth in Section 2.2.

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Second Closing Date means the date of the Second Closing.

  • Underlying Securities means any securities issuable on conversion, exchange or exercise of compensation securities.

  • Subsequent Closing shall have the meaning ascribed to such term in Section 2.4.

  • Company Voting Securities means the combined voting power of all outstanding voting securities of the Company entitled to vote generally in the election of directors to the Board.

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • PIPE Investors means those certain investors participating in the PIPE Investment pursuant to the Subscription Agreements.

  • Initial Closing Price means the RI Closing Value of a Reference Item on the Strike Date

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Put Closing shall have the meaning set forth in Section 2.3.8.

  • Purchaser Securities means the Purchaser Shares, Purchaser Rights, Purchaser Units, Purchaser Warrants, collectively.

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.