Variable Rate Transactions definition

Variable Rate Transactions has the meaning contained in the Purchase Agreement.
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Variable Rate Transactions shall have the meaning ascribed to such term in Section 4.11(b).
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Variable Rate Transactions means transactions involving an offer to sell, sale, contract to sell, grant of any option to sell or other disposition of shares of capital stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital stock of the Company at a price that is based upon and/or varies with the trading prices of or quotations for the Company’s capital stock at any time after the initial issuance of such debt or equity securities, including, without limitation, any equity-line-of-credit transactions or “at-the-market” transactions or programs.
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Examples of Variable Rate Transactions in a sentence

  • The Company shall not enter into any Variable Rate Transactions, except as otherwise permitted under the Purchase Agreement.

  • For the avoidance of doubt, the issuance of equity awards to the Company’s employees, directors and consultants under the Company’s equity incentive plans, and the exercise and settlement of equity awards granted or to be granted to the Company’s employees, directors and consultants under the Company’s equity incentive plans, are not Variable Rate Transactions.

  • Any Purchaser shall be entitled to obtain injunctive relief against the Company to preclude any such issuance, which remedy shall be in addition to any right to collect damages, provided however, that at-the-market (ATM) equity offerings shall not be included in the definition of Variable Rate Transactions.

  • So long as the Borrower shall have any obligation under this Note, the Borrower shall not, without the Holder’s written consent, (a) change the nature of its business in a material respect; (b) sell, divest, change the structure of any material assets other than in the ordinary course of business; or (c) enter into any Variable Rate Transactions or Merchant Cash Advance transactions except as in effect the date hereof.

  • For the avoidance of doubt, the issuance of a warrant or other convertible security with anti-dilution provisions similar to the anti-dilution provisions in the Warrant shall not be deemed to be a Variable Rate Transactions solely due to such provisions.

  • The declaration of an event of default by any lender or other extender of credit to the Company under any notes, loans, agreements or other instruments of the Company evidencing any Indebtedness of the Company (including those filed as exhibits to or described in the Company’s filings with the SEC), after the passage of all applicable notice and cure or grace periods.3.20 Variable Rate Transactions.

  • So long as any Securities remain outstanding, the Company and each Subsidiary shall, except for an at the market offering on Form S-3, be prohibited from effecting or entering into an agreement to effect any Variable Rate Transactions.

  • Post-Closing, Parent agrees to the same prohibition on Variable Rate Transactions as the Company agreed to in the SPAs.

  • Notwithstanding the foregoing, commencing six months after the Closing Date, issuances pursuant to the Company’s Existing Equity Distribution Agreements shall not be deemed to be Variable Rate Transactions.

  • The Company shall not enter into any Variable Rate Transactions except for an Equity Line Agreement with CF Principal Investments LLC or its Affiliates.


More Definitions of Variable Rate Transactions

Variable Rate Transactions means, other than any transactions relating to de-SPAC advisor fee equitizations, a transaction in which the Company (i) issues or sells any equity or debt securities that are convertible into, exchangeable or exercisable for, or include the right to receive additional Ordinary Shares either (A) at a conversion price, exercise price, exchange rate or other price that is based upon and/or varies with the trading prices of or quotations for the Ordinary Shares at any time after the initial issuance of such equity or debt securities, or (B) with a conversion, exercise or exchange price that is subject to being reset at some future date after the initial issuance of such equity or debt security or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company or the market for the Ordinary Shares (including, without limitation, any “full ratchet” or “weighted average” anti-dilution provisions, but not including any standard anti-dilution protection for any reorganization, recapitalization, non-cash dividend, stock split or other similar transaction), (ii) enters into any agreement, including but not limited to an “equity line of credit,” “ATM agreement” or other continuous offering or similar offering of Ordinary Shares, or (iii) enters into or effects any forward purchase agreement, equity pre-paid forward transaction or other similar offering of securities where the purchaser of securities of the Company receives an upfront or periodic payment of all, or a portion of, the value of the securities so purchased, and the Company receives proceeds from such purchaser based on a price or value that varies with the trading prices of the Ordinary Shares.
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Related to Variable Rate Transactions

  • Variable Rate Transaction shall have the meaning ascribed to such term in Section 4.12(b).

  • Variable Rate means a per annum rate of interest, equal to LIBOR plus 2.85%, as determined on the LIBOR Determination Date preceding each Interest Payment Date, reset quarterly, commencing upon expiration of the Fixed Rate Period.

  • Reference Interest Rate Transition Event means the occurrence of one or more of the following events with respect to the then-current Reference Interest Rate:

  • Alternate Transaction shall have the meaning assigned to such term in Section 6.7(iii) hereof.

  • Variable Rate Indebtedness means any portion of indebtedness or other payment obligations, the interest rate on which is not established at the time of incurrence and has not at some subsequent date been established at a single numerical rate for the entire term thereof.

  • Variable Rate Bonds means Current Interest Bonds, which may be either Serial Bonds or Term Bonds, issued with a variable, adjustable, convertible or other similar interest rate which is not fixed in percentage for the entire term thereof at the date of issue, which Bonds may also be Option Bonds. Section 102.Rules of Construction. Words of the masculine gender shall be deemed and construed to include correlative words of the feminine and neuter genders. Unless the context shall otherwise indicate, the words "Bond," "Escrow Agent," "Owner," "person," "Paying Agent," and "Bond Registrar" shall include the plural as well as the singular number and the word "person" shall mean any individual, corporation partnership, joint venture, association, joint stock company, trust, unincorporated organization or government or any agency or political subdivision thereof. All references to applicable provisions of Law shall be deemed to include any and all amendments thereto.

  • Subsequent Fixed Rate Period means for the initial Subsequent Fixed Rate Period, the period commencing on April 1, 2022 and ending on and including March 31, 2027 and for each succeeding Subsequent Fixed Rate Period, the period commencing on the day immediately following the end of the immediately preceding Subsequent Fixed Rate Period and ending on and including March 31 in the fifth year thereafter.

  • MFN Transaction means a transaction in which the Company issues or sells any securities in a capital raising transaction or series of related transactions which grants to an investor the right to receive additional shares based upon future transactions of the Company on terms more favorable than those granted to such investor in such offering.

  • Base Rate Term Loan means any portion of a Term Loan during any period in which such portion bears interest based on the Base Rate.

  • Fixed Rate Term means a period commencing on a Business Day and continuing for 1, 2 or 3 months, as designated by Borrower, during which all or a portion of the outstanding principal balance of this Note bears interest determined in relation to LIBOR; provided however, that no Fixed Rate Term may be selected for a principal amount less than $100,000.00; and provided further, that no Fixed Rate Term shall extend beyond the scheduled maturity date hereof. If any Fixed Rate Term would end on a day which is not a Business Day, then such Fixed Rate Term shall be extended to the next succeeding Business Day.

  • Factoring Transaction means any transaction or series of transactions that may be entered into by the Issuer or any Restricted Subsidiary pursuant to which the Issuer or such Restricted Subsidiary may sell, convey, assign or otherwise transfer Receivables Assets (which may include a backup or precautionary grant of security interest in such Receivables Assets so sold, conveyed, assigned or otherwise transferred or purported to be so sold, conveyed, assigned or otherwise transferred) to any Person that is not a Restricted Subsidiary; provided that any such Person that is a Subsidiary meets the qualifications in clauses (1) through (3) of the definition of “Receivables Subsidiary.”

  • Fixed Rate Period has the meaning specified in Section 2.1.

  • Recurring Transaction means a regular payment collected from your Card by an originator, in line with your instruction.

  • Pricing Rate Period means, with respect to any Transaction and any Remittance Date (a) in the case of the first Pricing Rate Period, the period commencing on and including the Purchase Date for such Transaction and ending on and excluding the following Remittance Date, and (b) in the case of any subsequent Pricing Rate Period, the period commencing on and including the immediately preceding Remittance Date and ending on and excluding such Remittance Date; provided, however, that in no event shall any Pricing Rate Period for a Purchased Asset end subsequent to the Repurchase Date for such Purchased Asset.

  • Reference Rate of Interest Event means, with respect to the EURIBOR rate or any subsequent Reference Rate of Interest (the "Reference Rate of Interest") one of the following events:

  • Permitted Convertible Indebtedness Call Transaction means any Permitted Bond Hedge Transaction and any Permitted Warrant Transaction.

  • Variable Conversion Price means the lesser of (i) the Conversion Price or (ii) 25% multiplied by the Market Price (as defined herein) (representing a discount rate of 75%). “Market Price” means the average of the lowest three (3) Trading Prices (as defined below) for the Common Stock during the ten (10) Trading Day period ending on the latest complete Trading Day prior to the Conversion Date. “Trading Price” means, for any security as of any date, the closing bid price on the Over-the-Counter Market, or applicable trading market (the “OTCQB”) as reported by a reliable reporting service (“Reporting Service”) designated by the Holder (i.e. Bloomberg) or, if the OTCQB is not the principal trading market for such security, the closing bid price of such security on the principal securities exchange or trading market where such security is listed or traded or, if no closing bid price of such security is available in any of the foregoing manners, the average of the closing bid prices of any market makers for such security that are listed in the “pink sheets” by the National Quotation Bureau, Inc. If the Trading Price cannot be calculated for such security on such date in the manner provided above, the Trading Price shall be the fair market value as mutually determined by the Borrower and the holders of a majority in interest of the Notes being converted for which the calculation of the Trading Price is required in order to determine the Conversion Price of such Notes. “Trading Day” shall mean any day on which the Common Stock is tradable for any period on the OTCQB, or on the principal securities exchange or other securities market on which the Common Stock is then being traded, provided, however, that at no time, notwithstanding the occurrence of an Event of Default, may the Conversion Price be less than par value of Common Stock.

  • Restructuring Transaction means a tax free distribution under section 355 of the internal revenue code and includes tax free transactions under section 355 of the internal revenue code that are commonly referred to as spin offs, split ups, split offs, or type D reorganizations.

  • Going Private Transaction means a transaction involving the purchase of Company securities described in Rule 13e-3 to the Securities and Exchange Act of 1934.

  • Base Rate Event Announcement means a public statement or published information as set out in paragraph (b) to (e) of the definition of Base Rate Event that any event or circumstance specified therein will occur.

  • Original Term Loans means the "Term Loans" under, and as defined in, the Original Credit Agreement.

  • Interest Rate Change Date The date on which the Mortgage Interest Rate is subject to change as provided in the related Mortgage Note.

  • Qualifying Transaction means a transaction where a CPC acquires Significant Assets, other than cash, by way of purchase, amalgamation, merger or arrangement with another Company or by other means.

  • Variable Priced Equity Linked Instruments shall have the meaning ascribed to such term in Section 4.13.

  • Gross combination weight rating means the value specified by the manufacturer as the loaded weight of a combination or articulated vehicle;

  • Initial Fixed Rate Period means the period commencing on the Issue Date and ending on and including June 30, 2020.