VWAP Purchase Valuation Period means the two (2) consecutive Business Days commencing on and including the VWAP Purchase Notice Date. For the avoidance of doubt, the VWAP Purchase Notice Date shall be the first Business Day in the VWAP Purchase Valuation Period.
VWAP Purchase Valuation Period means, with respect to a VWAP Purchase, the period commencing at the applicable VWAP Purchase Commencement Time and ending at the applicable VWAP Purchase Termination Time for such VWAP Purchase.
VWAP Purchase Valuation Period means, with respect to a VWAP Purchase made pursuant to Section 3.2, the three (3) consecutive Trading-Day Period immediately following the applicable VWAP Purchase Exercise Date for such VWAP Purchase, beginning at the VWAP Purchase Commencement Time for such VWAP Purchase and ending at the applicable VWAP Purchase Termination Time for such VWAP Purchase. EXHIBIT A TO THE COMMON STOCK PURCHASE AGREEMENT [TO BE FURNISHED SEPARATELY] EXHIBIT B TO THE COMMON STOCK PURCHASE AGREEMENT CERTIFICATE OF THE COMPANY CLOSING CERTIFICATE June 28, 2022 The undersigned, the Chief Executive Officer of SCWorx Corp., a Delaware corporation (the “Company”), delivers this certificate in connection with the Common Stock Purchase Agreement, dated as of June 28, 2022 (the “Agreement”), by and between the Company and Tumim Stone Capital LLC, a Delaware limited liability company (the “Investor”), and hereby certifies on the date hereof that (capitalized terms used herein without definition have the meanings assigned to them in the Agreement):
Examples of VWAP Purchase Valuation Period in a sentence
The Closing of a VWAP Purchase Notice shall occur one (1) Business Day following the VWAP Purchase Valuation Period (the “VWAP Closing Date”), whereby the Investor shall deliver to the Company, by 5:00 p.m. New York time on the VWAP Closing Date, the VWAP Purchase Investment Amount by wire transfer of immediately available funds to an account designated by the Company.
More Definitions of VWAP Purchase Valuation Period
VWAP Purchase Valuation Period means, with respect to a VWAP Purchase made pursuant to Section 2.2, the three (3) consecutive Trading Day period immediately following the applicable VWAP Purchase Exercise Date for such VWAP Purchase, beginning at the VWAP Purchase Commencement Time for such VWAP Purchase and ending at the applicable VWAP Purchase Ending Time for such VWAP Purchase. EXHIBIT A TO THE COMMON STOCK PURCHASE AGREEMENT FORM OF VWAP PURCHASE NOTICE To: E-mail: Reference is made to the Common Stock Purchase Agreement dated as of June 30, 2023, (the “Purchase Agreement”) between Professional Diversity Network, Inc., a Delaware corporation (the “Company”), and Tumim Stone Capital LLC, a Delaware limited liability company. Capitalized terms used and not otherwise defined herein shall have the meanings given such terms in the Purchase Agreement. In accordance with and pursuant to Section 2.2 of the Purchase Agreement, the Company hereby issues this VWAP Purchase Notice to exercise a VWAP Purchase for the VWAP Purchase Share Amount indicated below. VWAP Purchase Share Amount (number of Shares): VWAP Purchase Exercise Date: VWAP Purchase Period start date: VWAP Purchase Period end date: VWAP Purchase Settlement Date: Dollar Amount of Common Stock Currently Available under the Total Commitment: Dated: ______________________________ PROFESSIONAL DIVERSITY NETWORK, INC. By: Name: Title: Address: Email: AGREED AND ACCEPTED: TUMIM STONE CAPITAL LLC By: 3i Management, LLC, its Manager By: Name: Title EXHIBIT B TO THE COMMON STOCK PURCHASE AGREEMENT FORM OF VWAP PURCHASE CONFIRMATION To: E-mail Reference is made to the Common Stock Purchase Agreement dated as of June 30, 2023, (the “Purchase Agreement”) between Professional Diversity Network, Inc., a Delaware corporation (the “Company”), and Tumim Stone Capital LLC, a Delaware limited liability company. Capitalized terms used and not otherwise defined herein shall have the meanings given such terms in the Purchase Agreement. In accordance with and pursuant to Section 2.2 of the Purchase Agreement, the Investor hereby issues this VWAP Purchase Confirmation for the VWAP Purchase Share Amount indicated below. VWAP Purchase Share Amount (number of Shares): VWAP Purchase Exercise Date: VWAP Purchase Period start date: VWAP Purchase Period end date: VWAP Purchase Settlement Date: Lowest daily VWAP during VWAP Purchase Period: VWAP Purchase Price (per Share): Total Aggregate VWAP Purchase Price: Dated: TUMIM STONE CAPITAL LLC By: 3i Management, LL...
VWAP Purchase Valuation Period means, with respect to a VWAP Purchase made pursuant to Section 2.1, the three (3) consecutive Trading-Day Period immediately following the applicable VWAP Purchase Exercise Date for such VWAP Purchase, beginning at the VWAP Purchase Commencement Time for such VWAP Purchase and ending at the applicable VWAP Purchase Termination Time for such VWAP Purchase.
VWAP Purchase Valuation Period means, with respect to a VWAP Purchase made pursuant to Section 3.1, the three (3) consecutive Trading-Day Period immediately following the applicable VWAP Purchase Exercise Date, beginning at the VWAP Purchase Commencement Time for such VWAP Purchase and ending at the applicable VWAP Purchase Termination Time for such VWAP Purchase. * * * * * DISCLOSURE SCHEDULE THIS DISCLOSURE SCHEDULE (this “Disclosure Schedule”) is made and given as of November 30, 2023, pursuant to Article V of the Class A Common Stock Purchase Agreement, dated as of November 30, 2023 (the “Agreement”), by and between the Company and Tumim Stone Capital LLC, a Delaware limited liability company (the “Investor”), and Inspire Veterinary Partners, Inc., a Nevada corporation (the “Company”). Unless the context otherwise requires, all capitalized terms are used herein as defined in the Agreement. The numbers below correspond to the section numbers of representations and warranties in the Agreement most directly modified by the below exceptions. None.
VWAP Purchase Valuation Period means, with respect to a VWAP Purchase made pursuant to Section 3.1, the three (3) consecutive Trading-Day Period immediately following the applicable VWAP Purchase Exercise Date, beginning at the VWAP Purchase Commencement Time for such VWAP Purchase and ending at the applicable VWAP Purchase Termination Time for such VWAP Purchase. * * * * * Exhibit A REGISTRATION RIGHTS AGREEMENT (attached) Exhibit B FORM OF CLOSING CERTIFICATE [●], 2023 The undersigned, the Chief Executive Officer of Interactive Strength Inc., a Delaware corporation (the “Company”), delivers this certificate in connection with the Common Stock Purchase Agreement, dated as of [●], 2023 (the “Agreement”), by and between the Company and [Investor], a Delaware limited liability company (the “Investor”), and hereby certifies on the date hereof that (capitalized terms used herein without definition have the meanings assigned to them in the Agreement):
VWAP Purchase Valuation Period means, with respect to a VWAP Purchase made pursuant to Section 3.2, the three (3) consecutive Trading-Day Period immediately following the applicable VWAP Purchase Exercise Date, beginning at the VWAP Purchase Commencement Time for such VWAP Purchase and ending at the applicable VWAP Purchase Termination Time for such VWAP Purchase.
VWAP Purchase Valuation Period means, with respect to a VWAP Purchase made pursuant to Section 3.1, the three (3) consecutive Trading Day period immediately following the applicable VWAP Purchase Exercise Date for such VWAP Purchase, beginning at the VWAP Purchase Commencement Time for such VWAP Purchase and ending at the applicable VWAP Purchase Ending Time for such VWAP Purchase. EXHIBIT A FORM OF REGISTRATION RIGHTS AGREEMENT [TO BE FURNISHED SEPARATELY] EXHIBIT B CLOSING CERTIFICATE January 5, 2024 The undersigned, the Chief Executive Officer of Signing Day Sports, Inc., a Delaware corporation (the “Company”), delivers this certificate in connection with the Common Stock Purchase Agreement, dated as of January 5, 2024 (the “Agreement”), by and between the Company and Tumim Stone Capital LLC, a Delaware limited liability company (the “Investor”), and hereby certifies on the date hereof that (capitalized terms used herein without definition have the meanings assigned to them in the Agreement):
VWAP Purchase Valuation Period means, with respect to a VWAP Purchase made pursuant to Section 3.1, the three (3) consecutive Trading-Day Period immediately following the applicable VWAP Purchase Exercise Date for such VWAP Purchase, beginning at the VWAP Purchase Commencement Time for such VWAP Purchase and ending at the applicable VWAP Purchase Ending Time for such VWAP Purchase. EXHIBIT A TO THE COMMON STOCK PURCHASE AGREEMENT [TO BE FURNISHED SEPARATELY] EXHIBIT B TO THE COMMON STOCK PURCHASE AGREEMENT CERTIFICATE OF THE COMPANY CLOSING CERTIFICATE [●], 2023 The undersigned, the [●] of Carmell Therapeutics Corporation, a Delaware corporation (f/k/a Alpha Healthcare Acquisition Corp. III, a Delaware corporation) (the “Company”), delivers this certificate in connection with the Common Stock Purchase Agreement, dated as of May [__], 2023 (as it may be amended at or prior to the Closing, the “Agreement”), by and among [__], a [__], Alpha Healthcare Acquisition Corp. III, a Delaware blank check company established for the purpose of entering into a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses, and Carmell Therapeutics Corporation, a Delaware corporation, and hereby certifies on the date hereof that (capitalized terms used herein without definition have the meanings assigned to them in the Agreement):