Permitted Equity Subscription Agreement definition

Permitted Equity Subscription Agreement means a Contract executed by an Equity Financing Source pursuant to which such Equity Financing Source has agreed to purchase for cash RAC Common Stock from RAC on or prior to the Closing pursuant to Section 6.13(c).
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Permitted Equity Subscription Agreement means any subscription agreement executed by an investor, Acquiror and PubCo after the date hereof pursuant to which such investor has agreed to purchase for cash PubCo Class A Ordinary Shares from PubCo on the day of the Acquisition Closing (after the Initial Closing but immediately prior to the Acquisition Closing) pursuant to Section 9.7.
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Permitted Equity Subscription Agreement means a subscription agreement executed by an investor, SPAC and PubCo after the date hereof pursuant to which such investor has agreed to purchase for cash PubCo Common Shares from PubCo on the Closing Date and immediately prior to the Closing pursuant to Section 9.7;
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Examples of Permitted Equity Subscription Agreement in a sentence

  • Buyer will provide the Company with at least three (3) Business Days’ written notice prior to the execution of each Permitted Equity Subscription Agreement, and shall consider, in good faith, any comments of the Company as to the identity of the counterparty of each Permitted Equity Subscription Agreement.

  • The Additional PIPE Investor also agreed to waive any claims that he may have at the completion of the Additional Private Placement, or in the future, as a result of, or arising out of, the Permitted Equity Subscription Agreement against Iron Spark with respect to the monies held in the Trust Account.

  • The Permitted Equity Subscription Agreement is in substantially the same form as the PIPE Share Subscription Agreements.

  • DIRECTORS’ VIEW The Directors are of the opinion that the terms of the Permitted Equity Subscription Agreement were determined after arm’s-length negotiations and the transactions contemplated thereunder are fair and reasonable and in the interests of the Company and its Shareholders as a whole.

  • Leasing train station from NJ Transit for use by Historic Preservation Committee – Mr. Sheola reported that he did not yet have a response from New Jersey Transit and would follow up.

  • Termination: Termination shall occur upon the earliest to occur of (a)the termination of the Merger Agreement, (b) the mutual written agreement of the parties to the Permitted Equity Subscription Agreement or (c) thirty (30) days after the Long Stop Date if the completion of the Additional Private Placement has not occurred by such date other than as a result of a breach of the Additional PIPE Investor’s obligations thereunder.

  • Notwithstanding the foregoing, RAC shall provide drafts of any Permitted Equity Subscription Agreement to the Company prior to its entry thereinto, with a reasonable opportunity to comment on such drafts and shall consider such comments in good faith.

  • Notwithstanding the foregoing, XXXX shall provide drafts of any Permitted Equity Subscription Agreement to the Company prior to its entry thereinto, with a reasonable opportunity to comment on such drafts and shall consider such comments in good faith.

Related to Permitted Equity Subscription Agreement

  • PIPE Subscription Agreements has the meaning set forth in the recitals to this Agreement.

  • Subscription Agreements has the meaning specified in the Recitals hereto.

  • hire-purchase agreement means an agreement, other than a conditional sale agreement, under which—

  • Permitted Convertible Debt means (a) 2024 Convertible Notes and (b) any other Debt incurred by the Credit Parties that (i) is either (x) a note or other debt instrument issued by a Credit Party which is convertible into Equity Interests of Radius Health (and cash in lieu of fractional shares) or (y) sold as units together with a Permitted Bond Hedge Transaction or a Permitted Warrant Transaction that are exercisable for Equity Interests of Radius Health (any indenture, promissory note or other instrument pursuant to which such debt securities and/or units are issued or otherwise governed, the “Future Convertible Notes”); (ii) the obligations of all Persons (including all Credit Parties) in respect of such notes and/or units (and any guarantee thereof) are fully unsecured; (iii) does not have a stated maturity prior to the date that is six (6) months following the Maturity Date; (iv) has no scheduled amortization or principal payments or requires any mandatory redemptions or payments of principal prior to the date that is six (6) months following the Maturity Date other than customary payments upon a change of control or fundamental change event (it being understood that conversion of any such Debt shall not be considered a redemption or payment); (v) any cross-event of default (other than any cross-payment event of default or cross-acceleration event of default) provision contained therein that relates to indebtedness of any Borrower (such indebtedness, a “Cross-Default Reference Obligation”) contains a cure period of at least fifteen (15) calendar days before an event of default or other event or condition under such Cross-Default Reference Obligation results in an event of default under such cross-default provision, (vi) no Subsidiary that is not a Credit Party shall guarantee the obligations under such notes, and each guarantee of such notes by a Credit Party shall provide for the release and termination thereof, without action by any Person, upon any release and termination of the guarantee by such Credit Party of the Obligations, (vii) the terms, conditions, fees, covenants, and settlement mechanics (if applicable) of such notes shall be such as are typical and customary for Debt of such type (as determined by the Borrower Representative in good faith), and (viii) immediately before and after giving pro forma effect to the incurrence of such Debt and any concurrent use of proceeds thereof, no Event of Default shall have occurred and be continuing.

  • Placement Agreement means the Placement Agreement relating to the offering and sale of Capital Securities in the form of Exhibit C.

  • Investment Agreement shall have the meaning set forth in the Recitals hereto.

  • Lock-Up Agreement means the Lock-Up Agreement, dated as of the date hereof, by and among the Company and the directors and officers of the Company, in the form of Exhibit C attached hereto.