Qualified Financing Closing definition

Qualified Financing Closing means the closing of the Qualified Financing.
Sample 1Sample 2Sample 3
Qualified Financing Closing means (a) the date of the closing of the Rights Offering, assuming all shares of the Company’s preferred stock offered for subscription through the Rights Offering are subscribed in full and (b) the date of the closing of the Backstop Commitment, assuming not all shares of the Company’s preferred stock offered for subscription through the Rights Offering are subscribed in full.
Sample 1Sample 2
Qualified Financing Closing means the Closing (as defined in the Purchase Agreement) at which time the Company has sold and issued an aggregate (in one or more Closings) of at least 42,203,103 shares of Series B Preferred Stock pursuant to the Purchase Agreement, as amended from time to time.
Sample 1Sample 2

Examples of Qualified Financing Closing in a sentence

  • In the event that the Qualified Financing Closing has not occurred on or prior to March 31, 2019, then a purchase and sale of the Shares shall take place remotely via the exchange of documents and signatures on April 1, 2019 (which time, date and place are referred to in this Agreement as the “2019 Closing”).

  • The Company shall provide Purchaser a written notice specifying the date of the Qualified Financing Closing, which notice shall be delivered no less than ten (10) business days prior to the date of the Qualified Financing Closing.

  • For the avoidance of doubt, in the event that the Initial Closing has not occurred prior to the Qualified Financing Closing, the Company shall issue both the First Closing Shares and the Qualified Financing Shares at the Qualified Financing Closing.

  • The “Conversion Price” shall be equal to the lesser of (i) the price per share paid by the investors in such Qualified Financing for such New Securities (which are purchased for cash and not through conversion of Notes) and (ii) the price per share obtained by dividing (x) $3,000,000 by (y) the number of Fully-Diluted Shares outstanding immediately prior to the Qualified Financing Closing.

  • The Parties agree that, upon the occurrence of the Qualified Financing Closing, Executive shall be entitled to receive an amount representing a retroactive salary increase, which shall be calculated as the difference between the Base Salary actually paid to Executive and the Base Salary set forth in Section 1 for the period beginning on March 17, 2017 and ending on the day immediately prior to the Effective Date (the “Retroactive Salary”).

  • If the Company has not paid the entire Balance before the Qualified Financing Closing, then, at the Qualified Financing Closing, the entire Balance then outstanding shall automatically be cancelled and converted into that number of shares of Conversion Stock obtained by dividing (a) the entire Balance by (b) the Conversion Price then in effect, rounded down to the nearest whole number of shares.

  • If the Borrower has not paid the entire Balance prior to the occurrence of such event, then the Balance then outstanding under this Note shall be automatically converted into equity securities of the Company upon the first to occur of (i) a Qualified Financing Closing (as defined below) and (ii) an IPO.

  • For purposes of this Note, the term Conversion Date shall mean the Qualified Financing Closing or the date of the consummation of an Acquisition, as applicable.

  • For purposes of this Note, the term “Conversion Date” shall mean the Qualified Financing Closing.

  • Such conversion shall be deemed to occur under this Section 6.1 as of immediately prior to the Qualified Financing Closing, without regard to whether Holder has then delivered to the Company this Note (or the Lost Note Documentation where applicable) or executed any other documents including, if applicable, the investors’ rights, co-sale, voting or other agreements, required to be executed by the investors purchasing the Conversion Stock in the Qualified Financing (the “Qualified Financing Documents”).

Related to Qualified Financing Closing

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Second Closing Date means the date of the Second Closing.

  • First Closing has the meaning set forth in Section 2.1(a).

  • Tender Closing Date means the date and time set out in column (C) of Part 1 of the Schedule to the Tender Notice;

  • Acquisition Closing Date means the “Closing Date” as defined in the Acquisition Agreement.

  • Additional Closing Date has the meaning set forth in Section 3.

  • Second Closing has the meaning set forth in Section 2.2.

  • Additional Closing has the meaning set forth in Section 2.3.

  • Qualified Financing is a transaction or series of transactions pursuant to which the Company issues and sells shares of its capital stock for aggregate gross proceeds of at least $5,000,000 (excluding all proceeds from the incurrence of indebtedness that is converted into such capital stock, or otherwise cancelled in consideration for the issuance of such capital stock) with the principal purpose of raising capital.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Loan Closing Date means the date upon which the Loan is made to the Company.

  • Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • IPO Closing Date means the closing date of the IPO.

  • Outside Closing Date means the date which is 365 days after the earlier of the Firm Closing Date; or Second Tentative Closing Date; or such other date as may be mutually agreed upon in accordance with section 4. “Property” or “home” means the home including lands being acquired by the Purchaser from the Vendor. “Purchaser’s Termination Period” means the 30-day period during which the Purchaser may terminate the Purchase Agreement for delay, in accordance with paragraph 10(b).

  • Original Closing Date means the "Closing Date" as defined in the Existing Credit Agreement.

  • Equity Financing means the next sale (or series of related sales) by the Company of its Equity Securities to one or more third parties following the date of this instrument from which the Company receives gross proceeds of not less than $1,000,000 cash or cash equivalent (excluding the conversion of any instruments convertible into or exercisable or exchangeable for Capital Stock, such as SAFEs or convertible promissory notes) with the principal purpose of raising capital.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.