Tranche B Closing definition

Tranche B Closing has the meaning set forth in Section 1.4.

Tranche B Closing has the meaning set forth in Section 2.3(b).

Tranche B Closing. The Tranche B Closing shall take place at the offices of Kxxxxxxx & Exxxx LLP located at 300 Xxxxx XxXxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx at 10:00 a.m. local time on the second Business Day following full satisfaction or due waiver of all of the closing conditions set forth in Section 4 hereof, or at such other place or on such other date as may be mutually agreeable to the Company and Purchaser. At the Tranche B Closing, the Company shall cause its transfer agent to deliver to Purchaser stock certificates evidencing the Tranche B Preferred Stock to be purchased by Purchaser, registered in Purchaser’s or its nominee’s name, upon payment of the purchase price thereof by wire transfer of immediately available funds to the Company’s account, which such account shall be specified in writing by the Company not less than two Business Days prior to such Tranche B Closing, in the aggregate amount equal to the number of shares of Tranche B Preferred Stock purchased by Purchaser at the Tranche B Closing times the Per Share Purchase Price.

Examples of Tranche B Closing in a sentence

• Subject to the terms of this Agreement, the Lenders make available to the Borrower a euro term loan facility in a maximum aggregate amount equal to the Total Commitments, which shall be split into two tranches for purposes of enabling the Lenders to make available their Commitments under the Loans on the Tranche A Closing Date and the Tranche B Closing Date, respectively.

• Investor has, or will have on the Tranche B Closing Date, the funds on hand necessary to satisfy its obligation to pay for the Tranche B Securities on the Tranche B Closing Date.

• Clause 5 of the loan agreements provided that the Lender could require immediate repayment of the whole of the principal sum outstanding if the Borrower defaulted "in the due and punctual payment" of any sum payable under the loan agreements.

• Between the date hereof and the Tranche B Closing Date, the Company and the Investor shall negotiate in good faith and use commercially reasonable efforts to enter into the Strategic Agreement as soon as practicable, but no later than January 31, 2007.

• The closing of the sale of the Pre-Close Tranche B Notes and Additional Warrants (the “Accelerated Tranche B Closing”) shall occur at 11:00 a.m. Eastern Time on the date on which the conditions set out in Section 6 are satisfied or waived (other than those conditions that by their nature are to be satisfied at the Accelerated Tranche B Closing, but subject to the satisfaction or waiver of such conditions at such time) (the “Accelerated Tranche B Closing Date”).

More Definitions of Tranche B Closing

Tranche B Closing means the consummation of the transactions contemplated by this Agreement in respect of the issuance and purchase of the Tranche B Debenture, after the fulfillment or waiver of the conditions set out in Sections 4.4.

Tranche B Closing has the meaning assigned to it in Section 4(c) hereof.

Tranche B Closing is defined in Section 3.

Tranche B Closing means the completion of the subscription of the Tranche B Subscription Shares in accordance with Section 2(f) and Section 2(h).

Tranche B Closing is defined in Section 3 of this Agreement.

Tranche B Closing as defined in Section 2.2.

Tranche B Closing has the meaning assigned to it in Section 5(a) hereof. "Tranche B Closing Date" has the meaning assigned to it in Section 6 hereof. "Tranche B Purchase Price" has the meaning assigned to it in Section 4(b) hereof. "Tranche B Securities" has the meaning assigned to it in Section 4(b) hereof. "Tranche B Shares" has the meaning assigned to it in Section 4(b) hereof. "Tranche B Warrants" has the meaning assigned to it in Section 4(b) hereof. "Transaction Documents" means this Agreement, the Warrant Instrument, the Registration Rights Agreement, and the Strategic Agreement. "Unaudited Balance Sheets" has the meaning assigned to it in Section 6.6 hereof. "Unaudited Financial Statements" has the meaning assigned to it in Section 6.6 hereof. "Underlying Shares" means the shares of Common Stock issuable upon conversion of the shares of Series D Preferred Stock. "VWAP" means, for any date, the price determined by the first of the following clauses that applies: (a) if the Common Stock is then listed or quoted on a Trading Market, the daily volume weighted average price of the Common Stock for such date (or the nearest preceding date) on the primary Trading Market on which the Common Stock is then listed or quoted as reported by Bloomberg Financial L.P. (based on a Trading Day from 9:30 a.m. EST to 4:02 p.m. Eastern Time) using the VAP function; (b) if the Common Stock is not then listed or quoted on the Trading Market and if prices for the Common Stock are then reported in the "Pink Sheets" published by the Pink Sheets, LLC (or a similar organization or agency succeeding to its functions of reporting prices), the most recent bid price per share of the Common Stock so reported; or (c) in all other cases, the fair market value of a share of Common Stock as determined by a nationally recognized-independent appraiser selected in good faith by the Investor. "Warrant Instrument" has the meaning assigned to it in Section 3 hereof. "Warrants" has the meaning assigned to it in Section 3 hereof.