Series A Amendment definition

Series A Amendment has the meaning set forth in Section 4.9 hereof.
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Series A Amendment shall have the meaning set forth in the Merger Agreement.
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Series A Amendment shall have the meaning set forth in Section 2.1.6 hereof.
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Examples of Series A Amendment in a sentence

  • On the day the Information Statement is mailed to the stockholders of the Company, the Company shall cause the Series A Amendment to be filed with the Secretary of State of Delaware.

  • The representations and warranties of the Company contained in this Agreement and any schedule, certificate or other document delivered pursuant hereto or thereto or in connection with the transactions shall survive the effectiveness of the Series A Amendment and the issuance of the Warrants.

  • For the avoidance of doubt, the effectiveness of this Agreement is conditioned on (i) the closing of a Minimum Capital Raise; (ii) the approval of the Certificate Proposal by the Board of Directors and Stockholders; (iii) the effectiveness of the Certificate Amendment and (iv) the delivery to the Series 2023 Noteholders of the fully executed Series A Amendment.

  • If any Action shall be brought against any Indemnified Party in respect of which indemnity may be sought pursuant to this Agreement or the Series A Amendment, or the Warrants, such Indemnified Party shall promptly notify the Indemnifying Party in writing, and the Indemnifying Party shall have the right to assume the defense thereof with counsel of its own choosing reasonably acceptable to such Indemnified Party.

  • Except for shareholder approval of the Series A Amendment, all filings, consents, waivers, authorizations, licenses, permits, certificates and approvals of any Person required to have been made or obtained on or prior to the Closing Date in connection with the execution, delivery and performance of this Agreement, all of which are set forth on Schedule 3(f) hereto, shall have been duly made or obtained and shall be in full force and effect on the Closing Date.

  • Promptly after receipt of the required shareholder approval, the Company shall file the Series A Amendment with the Registrar of Corporations of Yukon Territory, Canada (the "Registrar").

  • Shareholder approval of the Series A Amendment was not required pursuant to Section 30.1.1005(8) of the Idaho Business Corporation Act.

  • The parties hereto acknowledge that this Agreement shall be deemed to constitute the written notice to convert Series A Stock to Non-voting Common Stock pursuant to section 6 of the Series A Amendment.

  • The Administrative Agent shall have received a fully executed copy of that certain Series A Amendment and Consent Agreement, dated as of the date hereof, by and among the Credit Parties, the Required Lenders and the Required Revolving Lenders (for the purpose of this Section 5(e) only, as each such term is defined in the Series A Credit Agreement), and such amendment and consent agreement shall have become effective.

  • THIRD: All of the holders of the Series A Preferred Stock of the Corporation approved and consented, as a class, the Series A Amendment by pursuant to an Agreement to Suspend Dividends and Consent in May 2003.


More Definitions of Series A Amendment

Series A Amendment means the Certificate of Amendment of the Amended Certificate of Designation for the Series A Preferred Stock substantially in the form of Exhibit G hereto.
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Series A Amendment means the amendment of the terms of the Series A Convertible Preferred as set forth in the Certificate of Designation, Powers, Preferences and Rights of the Series A Convertible Preferred Stock attached hereto as EXHIBIT A, as amended, modified or restated from time to time, setting forth the rights and preferences of the Series A Convertible Preferred.
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Series A Amendment has the meaning ascribed thereto in Section 3(a).
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Series A Amendment means the Certificate of Amendment to Series A Certificate of Designation in the form attached hereto as Exhibit B pursuant to which each share of Strawberry Series A Preferred is converted, contemporaneously with the Effective Time, into 2197.49 shares of Strawberry Common Stock.
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Related to Series A Amendment

  • Series A Certificate of Designations means the Certificate of Designations of Series A Preferred Stock of the Company.

  • Series A Certificate of Designation means the Certificate of Designation of Series A Cumulative Convertible Preferred Shares of the Company as in effect on the date hereof.

  • Major Amendment means any change which is not a minor amendment.

  • ESG Amendment has the meaning specified in Section 2.18.

  • Series B Certificate of Designations means the certificate of designations establishing the terms of the Series B Preferred Stock.

  • Series B Certificate of Designation means the Certificate of Designation of Series B Cumulative Convertible Preferred Shares of the Company as in effect on the date hereof.

  • Certificate of Amendment means the Certificate of Amendment of the Company, the form of which is attached as Exhibit A.

  • L/C Amendment Application means an application form for amendment of outstanding Letters of Credit as shall at any time be in use at the Issuing Bank, as the Issuing Bank shall request.

  • Addendum / Amendment means any written amendment / addendum /corrigendum to this RFP, from time to time issued by NMRC to the prospective bidders

  • Order Amendment means Our Authorised Order Amendment or series of Order Amendments, each Order Amendment having precedence over any earlier Order Amendment.

  • Price amendment means the amendment to a registration statement filed under the Securities Act of 1933 or, if an amendment is not filed, the prospectus or prospectus supplement filed under the Securities Act of 1933 that includes a statement of the offering price, underwriting and selling discounts or commissions, amount of proceeds, conversion rates, call prices, and other matters dependent upon the offering price.

  • Tariff Amendment means an amendment made by XXXXX, from time to time, to the tariff applicable to this Licence, on notice to the Licensee.

  • Conversion Agreement shall have the meaning set forth in the Recitals.

  • Incremental Amendment has the meaning set forth in Section 2.14(f).

  • Incremental Facility Amendment has the meaning specified in Section 2.14(d).

  • Charter Amendment means the Certificate of Amendment to the Certificate of Incorporation, in the form attached hereto as Exhibit D.

  • Extension Amendment has the meaning set forth in Section 2.16(d).

  • Fundamental Amendment means, with respect to each Lender, any amendment, modification, waiver or supplement of or to this Agreement or any Facility Document that would (a) increase or extend the term of the Individual Lender Maximum Funding Amounts or change the Final Maturity Date (other than an increase of the Individual Lender Maximum Funding Amount of a particular Lender or the addition of a new Lender agreed to by the relevant Lender), (b) extend the date fixed for the payment of principal of or interest on any Advance or any fee hereunder, (c) reduce the amount of any such payment of principal, (d) reduce the rate at which Interest is payable thereon or any fee is payable hereunder (other than in connection with the appointment of a benchmark replacement or a pricing grid), (e) release any material portion of the Collateral, except in connection with dispositions permitted hereunder, (f) alter the terms of Section 9.01 or Section 13.01(b), (g) modify the definition of the terms “Majority Lenders,” “Maximum Available Amount,” “Advance Rate,” “Borrowing Base,” “Coverage Test,” “Collateral Quality Test,” “Collateral Loan,” “Eligible Collateral Loan,” “Eligible Country,” “Class 1 Borrowing Base,” “Class 2 Borrowing Base,” “Class 3 Borrowing Base,” “Class 4 Borrowing Base,” “Class 1 Loan,” “Class 2 Loan”, “Class 3 Loan,” or “Class 4 Loan” or any component thereof defined therein (in each case, other than any administrative, non-material amendment agreed to by the Borrower and the Administrative Agent), (h) modify in any other manner the number or percentage of the Lenders required to make any determinations or waive any rights hereunder or to modify any provision hereof or (i) extend the Reinvestment Period, in each case to the extent such amendment, modification, waiver or supplement relates to such Lender.

  • Articles of Amendment means the Articles of Amendment relating to the Designated Preferred Stock, of which these Standard Provisions form a part, as it may be amended from time to time.

  • Amendment Agreement shall have the meaning assigned to such term in the recitals hereto.

  • Incremental Commitment Agreement means each Incremental Commitment Agreement in the form of Exhibit R (appropriately completed) executed and delivered in accordance with Section 2.14.

  • Certificate of Designations means the Certificate of Designations or comparable instrument relating to the Designated Preferred Stock, of which these Standard Provisions form a part, as it may be amended from time to time.

  • Incremental Term Loan Amendment has the meaning assigned to such term in Section 2.20.

  • First Amendment Date means February 21, 2019.

  • Fifth Amendment means the Fifth Amendment to Fifth Amended and Restated Credit Agreement dated as of August 25, 2016, among the Borrower, the Lenders party thereto, the Administrative Agent and the other Persons party thereto.

  • Restatement Agreement has the meaning set forth in the introductory statement of this Agreement.