Second Closing Milestone definition

Second Closing Milestone means the receipt by the Board, following a meeting or written interactions with the FDA, of a positive recommendation from at least a majority of the members of a five (5) person panel engaged by the Board that it would be reasonable to expect that (i) an [ * ] clinical trial in an acute myeloid leukemia (AML) population would be successful and sufficient for [ * ] approval of the Company’s voreloxin drug candidate by the FDA [ * ], (ii) the proceeds from the Second Unit Closing and the Common Equity Closing, assuming each were to take place, together with other Cash resources of the Company, would be sufficient to fund the [ * ] clinical trial and the Company’s other corporate, development and regulatory activities to support the submission of a New Drug Application (NDA) to the FDA for the marketing and sale of voreloxin to treat an identified portion of the AML population and (iii) if the NDA is approved, voreloxin would be a commercially viable drug. The five (5) person panel shall be comprised of key opinion leaders with respect to the development and/or commercialization of drugs to treat AML or similar or related indications, [ * ]; the Company and the Majority Purchasers shall use commercially reasonable efforts to identify the members of the panel by no later than [ * ] or another date mutually agreed by the Majority Purchasers and the Company.

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Second Closing Milestone means * * *

Second Closing Milestone means a recommendation by the Independent Data Monitoring Committee (the “IDMC”) for the Company’s ongoing pivotal phase 3 clinical trial of AGS-003 (the “ADAPT Study”) at or following the IDMC’s next regular meeting following the Initial Closing Date (currently scheduled for June 2016) (the “First IDMC Meeting”) that the Company (a) continue the ADAPT Study or (b) discontinue the ADAPT Study based on favorable efficacy.

Examples of Second Closing Milestone in a sentence

• In the event either Second Closing Milestone has been satisfied and the Company desires to proceed with the Second Closing, the Company shall promptly notify each of the Investors in writing of the satisfaction of a Second Closing Milestone and the number of Second Closing Shares that each Investor shall purchase in the Second Closing (the “Second Closing Notice”).

• Investor shall give written notice to AVI of the occurrence of the Second Closing Milestone within ten (10) business days thereafter.

• For the avoidance of doubt, the Company shall not be obligated to offer or sell Series 4-A Preferred Stock or Warrants pursuant to this Section 1.2(c) unless and until it has delivered a Second Closing Milestone Notice.

• With respect to the Second Closing, the Second Closing Milestone shall have been satisfied.

• If the Second Closing Milestone is not satisfied by a date that is within five (5) business days after the date that the Commission declares the Registration Statement effective, there shall be no Second Closing.

• The above noted Second Closing Milestone is also conditioned on the then current effectiveness of the Company’s resale registration statement covering the Registrable Securities.

• Notwithstanding the foregoing, the Investors shall have no obligation to purchase the shares of Series A-2 Preferred Stock set forth on Schedule II if the Second Closing Milestone has not occurred on or before December 31, 1999.

• Investor’s obligation at the Second Closing shall be subject to the condition that the Second Closing Milestone shall have occurred on or before * * *; Investor’s obligation at the Third Closing shall be subject to the condition that the Third Closing Milestone shall have occurred on or before * * *; and Investor’s obligation at the Fourth Closing shall be subject to the condition that the Fourth Closing Milestone shall have occurred on or before * * *.

• Within ten (10) days following achievement of the Second Closing Milestone, the Company shall provide the Investors with written notice thereof (the “Second Closing Milestone Notice”), which notice shall also indicate the Second Closing Date and, with respect to each Investor, the number of Shares and Common Warrants that such Investor is obligated to purchase at the Second Closing and the Second Closing Purchase Amount for such Investor in accordance with the terms of this Agreement.

• Investor's obligation at the Second Closing shall be subject to the condition that the Second Closing Milestone shall have occurred on or before [ * ] Investor's obligation at the Third Closing shall be subject to the condition that the Third Closing Milestone shall have occurred on or before [ * ]; and Investor's obligation at the Fourth Closing shall be subject to the condition that the Fourth Closing Milestone shall have occurred on or before [ * ].

More Definitions of Second Closing Milestone

Second Closing Milestone shall have the meaning ascribed to such term in Section 4.18(a).

Second Closing Milestone has the meaning set forth in Section 3.2(a).