Second Closing Purchasers definition

Second Closing Purchasers is defined in Section 3.2.
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Second Closing Purchasers means those persons identified on Exhibit C.
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Second Closing Purchasers has the meaning assigned to such term in Section 2.4 of this Agreement.
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Examples of Second Closing Purchasers in a sentence

  • Subject to applicable securities laws, each of the Initial Purchasers and Second Closing Purchasers may assign any of its rights under this Agreement to any of its Affiliates but any such assignment shall not relieve any Initial Purchaser or Second Closing Purchaser from its obligations hereunder.

  • At the Second Closing, Purchasers as holders of the Subsequent Exchanged Shares shall have no rights as holders of such Subsequent Exchanged Shares, other than the right to receive Subsequent New Shares in accordance with this Agreement.

  • From and after the issuance of such press release, the Company represents to the Second Closing Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Second Closing Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents and this Agreement.

  • A second closing of the purchase and sale of the Units to the Purchasers (the "Second Closing Purchasers") designated on Exhibit A as participating in the Second Closing (the "Second Closing") shall be at the offices of Xxxxxxx, Carton &Douglas, 000 Xxxxx Xxxxx Xxxxxx, Chicago, Illinois at 12:00 noon Chicago Time on April 15, 2002, or such other date or time as the Company and the Second Closing Purchasers may mutually agree ("Second Closing Date").

  • Subject to the terms and conditions of this Agreement, the closing of the sale and purchase of the Second Shares (the "Second Closing") shall take place at the offices of Chrisman, Bynum & Johnson, P.C., 0000 Xxxxxxxxx Stxxxx, Xoulder, Xxxxxxxx 00000 xx Xxxxxxx 00, 0000, xx xx xxxx other date and at such other time as the Second Closing Purchasers and the Company may mutually agree (the "Second Closing Date").

  • On the Second Closing Date the Second Closing Purchasers severally (and not jointly) shall purchase and acquire from the Company, and the Company shall issue and sell to each such Second Closing Purchaser, such number of shares of Series B Preferred Stock as are set forth opposite such Second Closing Purchaser's name on the Schedule 2.2 hereto for an aggregate purchase price of $11,000,000 (the "Second Purchase Pric ).

  • The Related Agreements shall be in full force and effect and each of the Second Closing Purchasers shall have been executed and delivered to the Company counterpart signature pages thereto.

  • In addition, effective upon the issuance of such press release, the Company acknowledges and agrees that any and all confidentiality or similar obligations under any agreement, whether written or oral, between the Company, any of its Subsidiaries or any of their respective officers, directors, agents, employees or Affiliates on the one hand, and any of the Second Closing Purchasers or any of their Affiliates on the other hand, shall terminate.

  • In the event any of the Second Closing Purchasers fail to purchase the Second Shares at the Second Closing, the Company may use any remedy available to it at law or equity against the Initial Purchasers to enforce the Initial Purchasers' obligations under Section 7.5.

  • Any amendment or waiver effected in accordance with this Section 5(f) shall be binding upon all of the Second Closing Purchasers and each transferee of the Notes purchased hereunder (or the Conversion Shares issuable upon conversion or exercise thereof), each future holder of all such securities, and the Company.

Related to Second Closing Purchasers

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

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).

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

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

  • Subsequent Closing shall have the meaning ascribed to such term in Section 2.4.

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).

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

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

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

  • Purchasers is defined in Section 12.3.1.

  • Final Closing means the last closing under the Private Placement;

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

  • Selling Stockholders means Purchaser and any other purchaser of Units in the Offering, and their respective successors and assigns.

  • Selling Shareholders sections in substantially the form attached hereto as Exhibit B. The Company shall use its reasonable best efforts to have the Initial Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the Initial Effectiveness Deadline. By 9:30 a.m. New York time on the Business Day following the Initial Effective Date, the Company shall file with the SEC in accordance with Rule 424 under the 1933 Act the final prospectus to be used in connection with sales pursuant to such Initial Registration Statement.

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

  • IPO Closing means the initial closing of the sale of the Class A Common Stock in the IPO.

  • Other Selling Stockholders means persons other than Holders who, by virtue of agreements with the Company, are entitled to include their Other Shares in certain registrations hereunder.

  • 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.

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

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

  • Additional Purchasers means purchasers of Additional Notes.

  • 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.

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

  • Original Purchasers means RBC Capital Markets, LLC, Chicago, Illinois, and the other original purchasers designated by the Fiscal Officer in the Certificate of Award.