Examples of Series D Share in a sentence
For the avoidance of doubt, any restrictions in respect of the Transfer of the Series D Preferred Shares under this Agreement shall be cumulative with, but not in lieu of, the restrictions set forth under Section 7.7 of the Series D Share Purchase Agreement.
The Company agrees that it will not, without the prior written consent of the applicable Xxxxxxxx Affiliate or otherwise pursuant to the Global Affiliation Agreement (as defined in the Series D Share Purchase Agreement), in each instance, (a) use in advertising, publicity, or otherwise the name of Xxxxxxxx or any Xxxxxxxx Affiliate (including, without limitation, Enterprise Holdings, Inc.
No fractional Series D Shares are to be issued upon the conversion of this Note, but instead of any fraction of a Series D Share which would otherwise be issuable, the fraction of such Series D Share shall be rounded up to the nearest whole share.
Each member of the Company Group shall not make any announcement disclosing the Investors’ investment in the Company under the Series E Share Purchase Agreement, the Series D Share Purchase Agreement, or the Series C Share Purchase Agreement, any of the Financing Terms or the name of Xxxxxxx, Sachs & Co. (or any part or any derivations thereof) or Xxxxxxxx or any of Xxxxxxxx’x Affiliates (including without limitation Enterprise Holdings, Inc.
For an initial five year period the holders of Series D Shares are entitled to receive fixed cumulative preferential cash dividends, as and when declared by the Board, payable quarterly on the last business day of March, June, September and December in each year at an annual rate equal to $1.250 per Series D Share.
This may effectively lower the Final Purchase Price and could result in the undersigned receiving a price as low as $15.50 per Series D Share.
Each of the Company, the Founders Group and the Lender shall take all actions necessary to enter into the Series D Share Subscription Agreement, Shareholders’ Agreement and other ancillary transaction documents and use their best efforts to complete the Series D Financing.
Upon the vote of the holders of at least 66.67% of the Series D Shares or the consummation of a Qualified Initial Public Offering, whichever is earlier to occur, each Series D Share, plus declared and unpaid dividends thereon payable in additional Series D Shares, shall automatically be converted into fully paid and non-assessable Ordinary Shares at the Series D Conversion Price then in effect.
Note that this election may have the effect of lowering the Final Purchase Price and could result in the tendered Series D Shares being purchased at the minimum price of $15.50 per Series D Share.
In the event that a Preferred Holder so elects, the Covenantors (as defined in the Series D Share Purchase Agreement) shall procure that such Preferred Holder will be entitled to such rights, privileges and/or preferences.