Fully Exercising Investor definition

Fully Exercising Investor shall have the meaning set forth in Section 4.2.

Fully Exercising Investor has the meaning set forth in Section 8.1(b);

Fully Exercising Investor shall have the meaning specified in Section 2.2.

Examples of Fully Exercising Investor in a sentence

• During the ten (10) day period commencing after the Company has given such notice, each Fully Exercising Investor may, by giving notice to the Company, elect to purchase or acquire, in49 48 The Board may elect to reserve only a portion of the round for existing investors, with the balance to be offered exclusively to new investors.

• Notwithstanding the foregoing, an Investor shall no longer have any rights pursuant to this Section 3.3 if such Investor is offered by the Company the opportunity to purchase New Securities pursuant to Section 4 hereof (and is not requested by the Company to decline such offer) and such Investor is not a Fully Exercising Investor with respect to such New Securities.

• During the 10 day period commencing after AgeX has given such notice, each Fully Exercising Investor may, by giving notice to AgeX, elect to purchase or acquire, in addition to the number of shares specified above, up to the remaining unsubscribed New Securities.

• An Investor purchasing in full its Pro Rata Portion is hereinafter referred to as a "Fully Exercising Investor".

More Definitions of Fully Exercising Investor

Fully Exercising Investor shall have the meaning set forth in Section 3.1 hereof.

Fully Exercising Investor has the meaning given to that term in Section 4.4 of this Agreement.

Fully Exercising Investor has the meaning given to it in Article 67(b).

Fully Exercising Investor shall have the meaning set forth in Section 5.1(b)(ii).

Fully Exercising Investor shall have the meaning set forth in Section 3.1 hereof. "Holder" means a registered holder of record of outstanding Eligible Securities or securities convertible into or exercisable for, directly or indirectly, Eligible Securities. "Investors" shall have the meaning set forth in the preamble hereto. "Notice" shall have the meaning set forth in Section 3.1 hereof. "Parties" shall have the meaning set forth in the preamble hereto. "Placement Agent Warrants" means the warrants issued by the Company to Newcourt Capital Securities, Inc. to purchase 3,314,830 shares of Common Stock as evidenced by that certain Warrant Certificate of even date herewith between the Company and Newcourt Capital Securities Inc., as the same may be amended from time to time. "Piggyback Request" shall have the meaning set forth in Section 2.2(a) hereof. "Qualified Primary Offering" means a firmly underwritten primary registered public offering of the Common Stock by the Company that raises at least $35 million in gross proceeds at a price of at least $5.00 per share (as adjusted for stock splits, stock combinations, recapitalizations and the like). "Registration Request" shall have the meaning set forth in Section 2.1 hereof. "Requesting Holder" shall have the meaning set forth in Section 2.1 hereof. "Rule 144" means Rule 144 promulgated by the Commission under the Securities Act, as in effect from time to time. "Securities" shall have the meaning set forth in the first recital of this Agreement. "Securities Act" means the Securities Act of 1933, as amended, and any similar or successor federal statute, and the rules and regulations of the Commission thereunder, all as the same may be in effect at the time. "Securities Purchase Agreement" shall have the meaning set forth in the first recital of this Agreement. "Series A Preferred Stock" shall have the meaning set forth in the first recital of this Agreement. "Series A Preferred Stock Warrants" means the warrants issued to certain of the Investors pursuant to the Securities Purchase Agreement or the Additional Purchase Agreement to purchase 100,000 shares of Series A Preferred Stock as evidenced by those certain Warrant Certificates, of even date herewith, between each such Investor and the Company, as each such Warrant Certificate may be amended from time to time. "Shares" shall have the meaning set forth in Section 3.1 hereof. ARTICLE II

Fully Exercising Investor means each Preferred Holder that, together with its Affiliates, purchases at least its Pro Rata Share of securities offered or such lesser number of shares as is offered by the Company to such Preferred Holder in connection with the Preferred Stock Financing.

Fully Exercising Investor means a Major Investor which has subscribed for all Shares offered thereto in connection with an offering pursuant to Section 5 and will be determined on an offering by offering basis.