Examples of Inside Investors in a sentence
In addition, each Purchaser shall receive a Warrant to purchase a number of Warrant Shares equal to fifty percent (50%) (or sixty-six and two-tenths percent (66.2%) for the Inside Investors) of the number of Shares, rounded up to the nearest whole Warrant Share, purchased by such Purchaser, as indicated below such Purchaser’s name on the signature page to this Agreement.
The Company will not pay the Agent any selling commission for any sales to employees, executive officers or directors of the Company or their parents, siblings, spouses, children, or children’s spouses or any entity or trust organized or created for the benefit of any such person (referred to as “Inside Investors”) nor will the Agent solicit indications of interest with respect to Inside Investors.
If such Stockholder Approval is not obtained, the total number of Warrant Shares that may be issued upon exercise of the Warrants will be limited to no more than five percent (5%) of the number of outstanding share of Common Stock on the Closing Date (or in the case of the Inside Investors, no Warrant Shares can be issued).
In addition to the above, pursuant to the terms of an Amended and Restated Investor Rights Agreement, dated March 1, 2006, the Company is obligated to register approximately 13.5 million outstanding shares held by the Inside Investors.
In addition, Cornell Capital Partners LP and its affiliates shall be deemed to be Espré Inside Investors.
Ackrell shall provide Espré monthly with lists of persons or entities with whom Ackrell has been in discussions regarding a potential Transaction which persons (be they individual, fund, institutional or other types of investors) shall be deemed to be Ackrell Qualified Investors, so long as such persons have not previously been deemed to be Espré Inside Investors or Retail Offering Investors.
In addition, in the event Espré determines to effect a Transaction with Institutional Investors (as defined herein) who are not Espré Inside Investors, such Institutional Investors FIRST AMENDED ESPRE/ACKRELL AGREEMENT JANUARY 18, 2008 Page 7 contacted by either Espré or Ackrell during the Term shall also be Ackrell Qualified Investors (subject to the provisions in paragraph 4.01 (d) Reduced Success Fee in the Event of an Unsuccessful Offering, below).
Any provision of this Agreement may be amended and the observance thereof may be waived (either generally or in a particular instance and either retroactively or prospectively), only by the written consent of (i) as to the Company, only the Company, (ii) as to the Lenders, the Majority Lenders, and (iii) as to the Inside Investors, persons holding at least 50.1% in interest of the Common Stock held by the Inside Investors and their assignees, pursuant to Section 3(a) hereof.
Exercise of the Lenders' rights under this Agreement shall be subject to and conditioned upon, and the Inside Investors and the Company shall use their best efforts to assist each Lender in, compliance with applicable laws.
Pursuant to Section 2(g) of the Registration Rights Agreement to be entered into in connection with the Offering, the Inside Investors will agree to waive the registration rights set forth above with respect to a new registration statement to be filed to register for resale the shares issued in the Offering.