Private Placement Subscription Agreements definition

Private Placement Subscription Agreements shall have the meaning given in the Recitals hereto.
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Private Placement Subscription Agreements means those subscription agreements by and between Eos and certain investors, which will provide Eos Private Placement Financing in an aggregate amount of at least $7.5 million. A “Private Placement Subscription Agreement” shall mean a subscription agreement by and between Eos and any investor, which will provide a portion of the Private Placement Financing.
Sample 1

Examples of Private Placement Subscription Agreements in a sentence

  • The Company has full corporate right, power and authority to enter into this Agreement and the Private Placement Subscription Agreements, and perform the transactions contemplated hereby.

  • This Agreement and the Private Placement Subscription Agreements have been duly authorized, executed and delivered by the Company and are legal, valid and binding agreements of the Company enforceable in accordance with their terms, except to the extent that enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally and by general equitable principles.

  • Effective as of the Closing, Parent shall assume the Company’s rights and obligations under the Private Placement Subscription Agreements, the Company Notes and the Company Warrants (collectively, the “Assumed Agreements”).

  • To record proceeds received from Meritz of €23.9 million at closing, net off by the prepaid interest of €958 thousands, with the corresponding issuance of 18,569,282 FFG ordinary shares, par value €1, and 1 FFG Collateral Share, par value €0.0001 per share in the Meritz Investment, pursuant to the terms of the Meritz Private Placement Subscription Agreements.

  • The Concurrent Offering Private Placement Subscription Agreements have been duly authorized, executed and delivered by the Company and constitute valid and binding agreements of the Company, enforceable against the Company in accordance with their terms, except to the extent that enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally and by general equitable principles.

Related to Private Placement Subscription Agreements

  • Private Placement Agreement has the meaning set forth in Annex A hereto.

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

  • Private Placement Warrants Purchase Agreement shall have the meaning given in the Recitals hereto.

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

  • Private Placement Shares shall have the meaning given in the Recitals hereto.

  • Private Placement (or “limited offering”) means an offering that is exempt from registration under the 1933 Act pursuant to Section 4(2) or Section 4(6) of the 1933 Act or pursuant to rule 504, rule 505 or rule 506 under the 1933 Act.

  • Private Placement Warrants shall have the meaning given in the Recitals hereto.

  • Private Placement Units shall have the meaning given in the Recitals hereto.

  • Private Placement Lock-up Period means, with respect to Private Placement Warrants that are held by the initial purchasers of such Private Placement Warrants or their Permitted Transferees, and any of the Ordinary Shares issued or issuable upon the exercise or conversion of the Private Placement Warrants and that are held by the initial purchasers of the Private Placement Warrants or their Permitted Transferees, the period ending 30 days after the completion of the Company’s initial Business Combination.

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

  • Subscription Agreement has the meaning set forth in the recitals.

  • Private Placement Transaction means a “limited offering” as defined from time to time in Rule 17j-l under the 1940 Act or any applicable successor provision. Currently, this means an offering exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or 4(6) or Rule 504, 505 or 506 under that Act, including hedge funds.

  • Private Placement Memorandum means offering materials prepared in accordance with Section 4 (including materials referred to therein or incorporated by reference therein, if any) provided to purchasers and prospective purchasers of the Notes, and shall include amendments and supplements thereto which may be prepared from time to time in accordance with this Agreement (other than any amendment or supplement that has been completely superseded by a later amendment or supplement).

  • Placement Agent Warrants shall have the meaning set forth in the Subscription Agreement.

  • Investor Letter means that certain Investor Letter, substantially in the form attached hereto as Exhibit B.

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

  • Placement Agent Agreement means that certain placement agent agreement dated as of the date hereof between the Company and the Placement Agent.

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

  • Founder Shares Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Registration Agreement means the Exchange and Registration Rights Agreement dated February 18, 2003 between the Company and the Initial Purchasers relating to the Securities and (b) any other similar Exchange and Registration Rights Agreement relating to Additional Securities.

  • Securities Purchase Agreement shall have the meaning set forth in the recitals hereto.

  • NIMS Agreement Any agreement pursuant to which the NIM Securities are issued. NIMS Insurer: One or more insurers issuing financial guaranty insurance policies in connection with the issuance of NIM Securities.

  • Series B Purchase Agreement means the Series B Preferred Stock Purchase Agreement with respect to the purchase and sale of shares of the Company’s Series B Preferred Stock, dated as of the date hereof, by and among the Company and the Series B Investors, as it may be amended from time to time.

  • Investor Rights Agreement means the Investor Rights Agreement, dated as of the date of this Agreement, between the Company and each of the Purchasers, in the form of Exhibit A hereto.