Examples of Note Sellers in a sentence
The Note Sellers hereby agree that Issuer may, to the file an amendment to the Certificate of Determinations which sets forth the rights, privileges and preferences of the Shares to correct errors therein; provided such amendment does not materially adversely affect the rights, privileges or preferences pertaining to the Shares.
Issuer shall notify Note Sellers promptly of the receipt by it of any comments from the SEC or its staff and of any request by the SEC for amendments or supplements to the Proxy Statement or for additional information, and will supply Note Sellers with copies of all correspondence between it and its representatives, on the one hand, and the SEC or the members of its staff or any other governmental officials, on the other hand, with respect to the Proxy Statement.
At the Closing, Issuer shall deliver to Note Sellers the Shares by delivery to Note Sellers of stock certificate(s) representing the Shares and Sellers shall deliver the Notes endorsed in blank.
Nothing herein constitutes a waiver of any of Note Sellers' rights and remedies against Rightstart.com Inc.
Such Note Seller has a preexisting business or personal relationship with Issuer or its officer, directors or controlling persons and, by reason of such Note Seller's business and financial experience, has the capacity to protect its own interest in connection with the acquisition of the Shares.
At the Closing, (i) Note Sellers shall deliver the Notes and (ii) Issuer shall deliver the stock certificate(s) representing the Shares.
If Buyer has neither paid all principal and accrued interest on the Bridge Note nor made a written election to pay the Bridge Note in either cash or shares by close of business on its maturity date of the Bridge Note, Sellers shall have the option to either present the note for payment in cash or shares.
The consummation of the purchase and sale of the Notes (the "Closing") shall take place at the Note Sellers' offices located at 1800 Avenue of the Stars, Second Floor, Los Angeles, Calxxxxxxx 00000 xx Xxxxxxxxx 0, 0000 xx xxxx other date or at such other time as the parties may mutually agree.
Buyer may offset and recoup against the ALC Promissory Note Seller's indemnification obligations under Section 6.2(c).
Subject in part to the truth and accuracy of the representations of Note Sellers set forth in this Agreement, the offer, sale and issuance of the Shares and the shares of Common Stock issuable upon conversion of the Shares as contemplated by this Agreement are exempt from the registration requirements of the Securities Act of 1933, as amended, and applicable state securities laws.