Prior SPA definition

Prior SPA means the Securities Purchase Agreement, dated as of December 8, 2011, by and among the Company and the institutional investors signatory thereto, pursuant to which the Company issued shares of Series A convertible preferred stock and warrants to purchase Common Stock and which was filed as an exhibit to the Company’s Form 8-K with the Commission on December 9, 2011, and which was subsequently amended on June 14, 2012 as disclosed in the Company’s Form 8-K filed with the Commission on June 15, 2012.
Sample 1Sample 2Sample 3
Prior SPA means the Securities Purchase Agreement dated as of September 9, 2013 pursuant to which the Prior Investors acquired Prior Shares and Prior Warrants.
Sample 1
Prior SPA means Securities Purchase Agreement, dated as of March 21, 2013, between the Company and Hillair Capital Investments L.P.
Sample 1

Examples of Prior SPA in a sentence

  • Each of the representations and warranties of the Company relating to the Warrants and Warrant Shares (as the term “Warrant Shares” is defined in the Prior SPA) in the Prior SPA is hereby expressly reaffirmed in its entirety as to the Retained Warrants, and is hereby incorporated by this reference into this Agreement, as applicable to the Retained Warrants.

  • Except for agreements entered into in connection with the Prior SPA, or as provided in the Transaction Documents, the Company is under no contractual obligation to register (now or in the future, whether contingent or not) under any applicable securities laws any of its presently outstanding securities or any of its securities that may subsequently be issued.

  • Except for agreements entered into in connection with the Prior SPA, or as provided in the Transaction Documents, there are no outstanding stockholder agreements, voting trusts, proxies or other arrangements or understandings among the stockholders of the Company or with the Company relating to the voting of their respective shares.

  • The U.S.$700,004.04 aggregate purchase price paid to the Company by the Purchaser in connection with the closing of the transactions contemplated by the Prior SPA less U.S.$4.04 which the Company will pay to Purchaser at the First Closing, shall constitute the aggregate purchase price hereunder of the Purchased Shares.

  • The Company estimates that if the maximum number of Shares and Warrants being offered in the Prospectus Supplement are sold, the aggregate number of shares of common stock that could purchased upon the exercise of the Prior SPA Warrants would increase by 36,763 shares and the exercise price would be reduced to $3.09 per share.

  • Each Purchaser that was a Purchaser pursuant that certain Securities Purchase Agreement between such Purchaser and the Company dated September 19, 2015 (the "Prior SPA") hereby waives, for purposes of this transaction only, the market standoff requirement set forth in Section 4.10(a) of such Prior SPA.

  • Anything in this Section 8 notwithstanding, so long as the Eligible Buyers (as defined in the Securities Purchase Agreement dated as of July 18, 2006 (the “ Prior SPA”), between the Company and the purchasers named therein) has the right of first refusal pursuant to Section 4.13 of the Prior SPA, the periods for offer, acceptance and sale of Refused Securities (as defined in the Prior SPA) shall apply to the issuance, offer, acceptance and sale of New Securities.

  • The Company has provided, through its Placement Agent, oral or written notice of the transactions contemplated by this Agreement to such Prior SPA investors, to which such participation rights apply, but the 10-day required notice period was not observed (such notice period would expire only after the expiration of the participation rights).

  • In the event that this Agreement is terminated prior to Closing, then neither this Agreement nor any of the other Transaction Documents will have any impact on the Prior SPA or the Transaction Documents (as defined in the Prior SPA).

  • In the event that this Agreement is terminated prior to Initial Closing, then neither this Agreement nor any of the other Transaction Documents will have any impact on the Prior SPA, Prior SEA or the Transaction Documents (as defined in the Prior SPA).


More Definitions of Prior SPA

Prior SPA means that certain Securities Purchase Agreement, by and among Green Plains, the Company, TGAM Agribusiness Fund Holdings-B LP and StepStone Atlantic Fund, L.P., dated as of September 6, 2019.
Sample 1
Prior SPA means the agreement for the sale and purchase of shares in the capital of the Company dated 22 September 2016 between the Original Seller, Renewable Energy UK Portfolio Limited and United Photovoltaics Group Limited, as amended and novated;
Sample 1

Related to Prior SPA

  • Existing Plan means the Amended and Restated Novatel Wireless, Inc. 2000 Stock Incentive Plan.

  • Prior Agreement has the meaning set forth in the Recitals.

  • Existing Financing means the financing arrangements that provided for a security interest granted by Company in the Aircraft and that were outstanding on August 3, 2020.

  • Prior Agreements has the meaning set forth in the recitals.

  • Original Project means the Project described in the Original Financing Agreement.

  • Original Plan means any defined contribution plan which meets the requirements of Code Section 401 and referred to in Article XII of the Plan.

  • Optional Extended Local Calling Scope Arrangement Traffic is traffic that under an optional Extended Local Calling Scope Arrangement chosen by the Customer terminates outside of the Customer’s basic exchange serving area.

  • Second Extension Period means a period of twelve (12) consecutive months following the First Extended Maturity Date.

  • Permitted Convertible Debt means Indebtedness of the Borrower that is convertible into a fixed number (subject to customary anti-dilution adjustments, “make-whole” increases and other customary changes thereto) of shares of Common Stock (or other securities or property following a merger event or other change of the Common Stock), cash or any combination thereof (with the amount of such cash or such combination determined by reference to the market price of such Common Stock or such other securities); provided that such Indebtedness shall (a) not require any scheduled amortization or otherwise require payment of principal prior to, or have a scheduled maturity date, earlier than, one hundred eighty (180) days after the Term Loan Maturity Date, (b) be unsecured, (c) not be guaranteed by any Subsidiary of Borrower, (d) contain usual and customary subordination terms for underwritten offerings of senior subordinated convertible notes as determined in good faith by the board of directors of the Borrower or a committee thereof, (e) shall specifically designate this Agreement and all Secured Obligations as “designated senior indebtedness” or similar term so that the subordination terms referred to in clause (d) of this definition specifically refer to such notes as being subordinated to the Secured Obligations pursuant to such subordination terms and (f) be on terms and conditions customary for Indebtedness of such type, as determined in good faith by the board of directors of the Borrower or a committee thereof; provided further, that any cross-default or cross-acceleration event of default (each howsoever defined) provision contained therein that relates to indebtedness or other payment obligations of Borrower (or any of its Subsidiaries) (such indebtedness or other payment obligations, a “Cross-Default Reference Obligation”) contains a cure period of at least thirty (30) calendar days (after written notice to the issuer of such Indebtedness by the trustee or to such issuer and such trustee by holders of at least 25% in aggregate principal amount of such Indebtedness then outstanding) before a default, event of default, acceleration or other event or condition under such Cross-Default Reference Obligation results in an event of default under such cross-default or cross-acceleration provision.

  • Refinancing Facility Agreement means a Refinancing Facility Agreement, in form and substance reasonably satisfactory to the Agent, among Holdings, the Borrower, each Subsidiary of the Borrower party to this Agreement, the Agent and one or more Refinancing Lenders, establishing Refinancing Commitments and effecting such other amendments hereto and to the other Loan Documents as are contemplated by Section 2.26.

  • Existing Facility means a facility in existence on any given date, newly constructed or altered.

  • Existing Lease shall have the meaning assigned thereto in Section 10.7.

  • Original package means the unbroken container or wrapping in which any drug or medicine is

  • Existing Leases means those leases, license agreements and occupancy agreements identified on Schedule 2.1.3, as the same may be amended or modified from time to time in accordance with the terms of this Agreement.

  • Existing Facility Agreement means Existing Facility Agreement A, Existing Facility Agreement B, Existing Facility Agreement C and Existing Facility Agreement D and, in the plural, means all of them;

  • Existing Facilities means all existing buildings and other facilities, the sites for the buildings or facilities, and furnishings or equipment for the buildings or facilities located on real property acquired by the building authority under the terms of this act.

  • Existing Project is a Project that has achieved Commercial Operation on or prior to the Execution Date.

  • Initial Term Facility means the Initial Term Loan Commitment and the Initial Term Loans made hereunder.

  • Scheduled Completion Date shall be the date set forth in Clause 10.3;

  • Refinancing Facility has the meaning specified in Section 2.16(a).

  • Required Effective Date means the relevant Initial Required Effective Date or Increased Required Effective Date (as those terms are defined below).

  • Existing Property means all property against which ad valorem property taxes were levied by a local unit for its concluding fiscal year, minus all property that is considered losses for purposes of ad valorem property tax levies of the local unit for the ensuing fiscal year.

  • Existing Agreement has the meaning set forth in the recitals hereto.

  • Extended Term shall have the meaning given such term in Section 2.4.

  • Commencement Date means the date of this Agreement.

  • Effective Date of Contract means the date established in the Contract for the Contractor’s work to begin, or the date the Contract has been fully executed and received all required approvals, whichever date is later.