Single Fixed Request Limit definition

Single Fixed Request Limit means, with respect to any single Fixed Request Notice or Optional Amount, such number of shares of duly authorized, validly issued, fully paid and non-assessable shares of Common Stock which, when aggregated with all other shares of Common Stock issued or sold pursuant to any transaction or series of transactions that may be aggregated with the transactions contemplated by such Fixed Request Notice and Optional Amount under applicable rules of NASDAQ or any other Trading Market on which the Common Stock may be listed or quoted, is equal to one less than 20.0% of the issued and outstanding shares of Common Stock on the date immediately prior to the earliest of such issuance or sale (as adjusted for any stock splits, stock combinations, stock dividends, recapitalizations and other similar transactions that occur on or after the date of this Agreement); provided, however, that the Single Fixed Request Limit shall not exceed under any circumstances that number of shares of Common Stock that the Company may issue pursuant to such Fixed Request Notice and Optional Amount without (a) breaching the Company’s obligations under the rules and regulations of NASDAQ or any other Trading Market on which the Common Stock may be listed or quoted or (b) obtaining stockholder approval under the applicable rules and regulations of NASDAQ or any other Trading Market on which the Common Stock may be listed or quoted.
Single Fixed Request Limit means, with respect to any single Fixed Request Notice, such number of shares of Common Stock which, when aggregated with all other shares of Common Stock issued or sold pursuant to any transaction or series of transactions that may be aggregated with the transactions contemplated by such Fixed Request Notice under applicable rules of the NASDAQ Stock Market, the Company may issue pursuant to such Fixed Request Notice without (a) breaching the rules and regulations of the NASDAQ Stock Market applicable to stockholder approval of certain private placements or (b) obtaining stockholder approval under the applicable rules and regulations of the NASDAQ Stock Market.
Single Fixed Request Limit means, with respect to any single Fixed Request Notice, such number of shares of duly authorized, validly issued, fully paid and non-assessable shares of Common Stock which, when aggregated with all other shares of Common Stock issued or sold pursuant to any transaction or series of transactions that may be aggregated with the transactions contemplated by such Fixed Request Notice under applicable rules of the NASDAQ Stock Market, is equal to 19.99% of the issued and outstanding shares of Common Stock on the date immediately prior to the earliest of such issuance or sale (as adjusted for any stock splits, stock combinations, stock dividends, recapitalizations and other similar transactions that occur on or after the date of this Agreement); provided, however, that the Single Fixed Request Limit shall not exceed under any circumstances that number of shares of Common Stock that the Company may issue pursuant to such Fixed Request Notice without (a) breaching the Company’s obligations under the rules and regulations of the NASDAQ Stock Market or (b) obtaining stockholder approval under the applicable rules and regulations of the NASDAQ Stock Market.

Examples of Single Fixed Request Limit in a sentence

  • For the avoidance of doubt, the Company may, but shall be under no obligation to, solicit stockholder approval of the transactions contemplated by this Agreement; provided, that if stockholder approval of the transactions contemplated hereby is not obtained, each of the Exchange Cap and the Single Fixed Request Limit shall be applicable for all purposes of this Agreement and the transactions contemplated hereby at all times during the term of this Agreement (except as set forth in Section 2.13 below).

  • The Exchange Cap and the Single Fixed Request Limit shall not be applicable for any purposes of this Agreement or the transactions contemplated hereby if the stockholders of the Company have approved the transactions contemplated by this Agreement in accordance with the applicable rules and regulations of the Trading Market and the Charter and Bylaws of the Company.

  • For the avoidance of doubt, the Company may, but shall be under no obligation to, request its stockholders to approve the transactions contemplated by this Agreement; provided, that if stockholder approval of the transactions contemplated hereby is not obtained, each of the Exchange Cap and the Single Fixed Request Limit shall be applicable for all purposes of this Agreement and the transactions contemplated hereby at all times during the term of this Agreement (except as set forth in Section 3.11 below).

  • Vesting occurs at a rate of 25% per year and the term of the award is 10 years.

  • The Exchange Cap and the Single Fixed Request Limit shall not be applicable for any purposes of this Agreement or the transactions contemplated hereby if the stockholders of the Company have approved the transactions contemplated by this Agreement in accordance with the applicable rules and regulations of the NASDAQ Stock Market and the Charter and Bylaws of the Company.

  • Notwithstanding anything in this Agreement to the contrary, neither the Exchange Cap nor the Single Fixed Request Limit shall be applicable for any purposes of this Agreement or the transactions contemplated hereby if the stockholders of the Company have approved the issuance of Common Stock as contemplated by this Agreement in accordance with the applicable rules and regulations of the NASDAQ Stock Market and the Charter and Bylaws of the Company.

Related to Single Fixed Request Limit

  • Advance Reimbursement Amount has the meaning stated in Section 4.4(b) of the Servicing Supplement.

  • Non-Availability Charges has the meaning set forth in the CAISO Tariff.

  • Payment Date Advance Reimbursement has the meaning set forth in Section 8.03(a)(iii)(A) of the 20[•]-[•] Servicing Supplement.

  • Incremental Available Transfer Capability Revenue Rights means the rights to revenues that are derived from incremental Available Transfer Capability created by the addition of Merchant Transmission Facilities or of one of more Customer-Funded Upgrades.

  • Incremental Rights-Eligible Required Transmission Enhancements means Regional Facilities and Necessary Lower Voltage Facilities or Lower Voltage Facilities (as defined in Tariff, Schedule 12) and meet one of the following criteria: (1) cost responsibility is assigned to non-contiguous Zones that are not directly electrically connected; or (2) cost responsibility is assigned to Merchant Transmission Providers that are Responsible Customers.

  • Required Reserve Factor Floor means, for any Calculation Period, the sum (expressed as a percentage) of (a) 12.5% plus (b) the product of the Adjusted Dilution Ratio and the Dilution Horizon Ratio, in each case, as of the most recent Cut-Off Date.

  • Gross advance amount means the sum payable to the payee or for the payee's account as consideration for a transfer of structured settlement payment rights before any reductions for transfer expenses or other deductions to be made from such consideration.

  • Maximum Concentration Level Assessment means the Maximum Concentration Level Assessment for the purposes of a Basic Comprehensive Certificate of Approval, described in the Basic Comprehensive User Guide, prepared by a Toxicologist using currently available toxicological information, that demonstrates that the concentration at any Point of Impingement for a Compound of Concern that does not have a Ministry Point of Impingement Limit is not likely to cause an adverse effect as defined by the EPA. The concentration at Point of Impingement for a Compound of Concern must be calculated in accordance with O. Reg. 419/05.

  • Incremental Auction Revenue Rights means the additional Auction Revenue Rights, not previously feasible, created by the addition of Incremental Rights-Eligible Required Transmission Enhancements, Merchant Transmission Facilities, or of one or more Customer- Funded Upgrades.

  • Under-dispenser containment or “UDC” means containment underneath a dispenser system designed to prevent leaks from the dispenser and piping within or above the UDC from reaching soil or groundwater.

  • Advance Request means a request for an Advance submitted by Borrower to Lender in substantially the form of Exhibit A.

  • Available Incremental Amount has the meaning specified in Section 2.14(4)(c).

  • Advance Request Form A certificate, in a form approved by Lender, properly completed and signed by Borrower requesting a Revolving Credit Advance.

  • Advance Reimbursement Amounts As defined in Section 3.29 hereof.

  • Maximum Incremental Facilities Amount means, at any date of determination, (a) the sum of (i) $500,000,000, plus (ii) an amount such that the Borrower is in Pro Forma Compliance with the Senior Secured Leverage Test (for the avoidance of doubt without netting any cash from the proceeds of any Indebtedness being incurred in reliance on such test and, if applicable, assuming the full amount of any New Revolving Credit Commitments are drawn), plus (iii) amounts used to incur Indebtedness the Net Cash Proceeds of which are substantially concurrently used to refinance or replace Revolving Credit Commitments and/or Term Loans (including any fees, accrued interest or other amounts owing in respect thereof), plus (iv) from and after the 2012 Extension Effective Date, the aggregate principal amount of 2014 Term Loans outstanding as of such date of determination, provided that such additional amounts pursuant to this clause (iv) are only available to the extent such amounts are used to incur Indebtedness the Net Cash Proceeds of which are substantially concurrently used to prepay 2014 Term Loans in accordance with Section 5.1 of this Agreement (such prepaid 2014 Term Loans, “Incremental Facility Prepaid 2014 Term Loans”) plus (v) the Dollar Equivalent principal amount of Term Loans (other than New Term Loans, Incremental Facility Prepaid 2014 Term Loans or Term Loans refinanced or replaced pursuant to clause (iii) above) voluntarily prepaid pursuant to Section 5.1 prior to such date, plus (vi) the amount of all Revolving Credit Commitments that have either been permanently reduced pursuant to Section 4.2 or have otherwise terminated in accordance with the terms of this Agreement after the 2012 Extension Effective Date (without duplication of the amounts incurred pursuant to clause (iii) above) minus (b) the sum of (i) the aggregate principal amount of New Loan Commitments incurred pursuant to Section 2.14(a) prior to such date and (ii) the aggregate principal amount of Permitted Other Indebtedness issued or incurred pursuant to Section 10.1(bb)(i)(a) prior to such date.

  • Fixed Incremental Amount shall have the meaning assigned to such term in the definition of “Maximum Incremental Facilities Amount”.

  • Advance Amount means with respect to Class A Advances, the Class A Advance Amount and, with respect to Class B Advances, the Class B Advance Amount.

  • Shared-Loss Loan Commitment Advance means an advance pursuant to a Shared-Loss Loan Commitment with respect to which the Assuming Institution has not made a Permitted Advance.

  • Maximum Revolving Advance Amount means $30,000,000.

  • Servicing Advance Reimbursement Amounts As defined in Section 3.22.

  • Total Premiums Paid means total of all the premiums received, excluding any extra premium, any rider premium and taxes.

  • Net advance amount means the gross advance amount less the aggregate amount of the actual and estimated transfer expenses required to be disclosed under section 3(e).

  • Advance Facility Notice As defined in Section 3.22.