Additional Closings Sample Clauses

Additional Closings. At any time after the First Closing but prior to the maturity date of any of the Debentures issued in the First Closing, the Company may request that Buyer purchase additional Debentures hereunder in Additional Closings by written notice to Buyer, and, subject to the conditions below, Buyer shall purchase such additional Debentures in such amounts and at such times as Buyer and the Company may mutually agree, so long as the following conditions have been satisfied, in Buyer’s sole and absolute discretion: (i) no default or “Event of Default” (as such term is defined in any of the Transaction Documents) shall have occurred or be continuing under this Agreement or any other Transaction Documents, and no event shall have occurred that, with the passage of time, the giving of notice, or both, would constitute a default or an Event of Default hereunder or thereunder; and (ii) any additional purchase of Debentures beyond the purchase of Debentures at the First Closing shall have been approved by Buyer, which approval may be given or withheld in Buyer’s sole and absolute discretion.
Additional Closings. Following the Initial Closing, at any time and from time to time during and up to and including December 31, 2020 (the “Additional Closing Period”), the Company may, at one or more additional closings as determined by the Company (each an “Additional Closing” and together with the Initial Closing, a “Closing”), without obtaining the signature, consent or permission of any of the Lenders in the Initial Closing or any prior Additional Closing, issue additional Notes to other investors (the “New Lenders”) up to the portion of the Loan Amount remaining after the Initial Closing on the same terms and conditions as set forth herein. The New Lenders may include persons or entities who are already Lenders under this Purchase Agreement and each New Lender shall execute and deliver a signature page to this Purchase Agreement and the Note to the Company, becoming a party to, and bound by, this Agreement to the same extent as if the New Lender had been a Lender at the Initial Closing and each such New Lender shall be deemed to be a Lender for purposes under this Agreement as of the date of the applicable Additional Closing. The Company, in its sole discretion, may shorten the Additional Closing Period.
Additional Closings. The Company shall have the right, on one or more occasions, to hold additional closings (each, an “Additional Closing”, and collectively with the Initial Closing, the “Closings”, and individually, a “Closing”), pursuant to which it shall have the right to issue and sell additional Notes to additional Investors or existing Investors (provided that no Additional Closings shall take place later than six (6) months after the Initial Closing). At each Additional Closing, the Company shall deliver to each Investor purchasing Notes for cash at such closing a Note in the face amount of the purchase price paid by such Investor for such Note, against receipt of a check subject to collection or a wire transfer in immediately available funds of the purchase price, to an account designated by the Company. By receiving a Note at an Additional Closing, each Investor receiving such Notes represents that its representations and warranties contained in Section 3 are true and correct as of the date of such Additional Closing. The aggregate amount of Notes that may be issued at Closings hereunder shall in no event exceed the Note Cap Amount. The Company shall have the right to update Schedule A in order to add information regarding Additional Closings, which shall not be deemed to be an amendment to this Agreement. The obligation of each Investor to purchase and pay for the Notes to be delivered at a Closing is, unless waived by such Investor, subject to the condition that the Company’s representations and warranties contained in Section 2 are true, complete and correct on and as of such Closing date. The obligation of the Company to sell and issue Notes to be delivered at a Closing is, unless waived by the Company, subject to the condition that the relevant Investor’s representations and warranties contained in Section 3 are true, complete and correct on and as of the applicable Closing date.
Additional Closings. At any time and from time to time after the Closing, the Company may sell, on the same terms and conditions as those contained in this Agreement, without obtaining the signature, consent or permission of any of the Purchasers, up to One Million Seventy One Thousand Four Hundred Twenty Eight (1,071,428) additional shares (subject to appropriate adjustment in the event of any stock dividend, stock split, combination or similar recapitalization affecting such shares) of Series E Preferred Stock (the “Additional Shares”), to one or more purchasers (the “Additional Purchasers”) that are acceptable to the holders of a majority of the outstanding Preferred Stock (voting on an a single class on an as converted to Common Stock basis) of the Company as of the date immediately prior to the proposed Additional Closing (as defined below), which majority must include the affirmative written approval of KPCB Holdings, Inc., as nominee (“KPCB”) which approval shall not be unreasonably withheld, delayed or conditioned, and a majority of the members of the Company’s Board of Directors, in additional Closings (each, an “Additional Closing”), provided that (a) each such subsequent sale is consummated prior to one hundred sixty (160) days after the Closing, and (b) each Additional Purchaser shall become a party to this Agreement and each of the Related Agreements (as defined below), by executing and delivering a counterpart signature page to this Agreement and each of the Related Agreements. Exhibit A to this Agreement shall be updated to reflect the number of Additional Shares purchased at each such Additional Closing and the parties purchasing such Additional Shares.
Additional Closings. Subject to Section 1.2 hereof, the Corporation may sell up to the balance of the authorized shares of Series C Preferred Stock not sold on the date hereof, as it shall elect, at a price not less than $1.75 per share. Upon execution of a signature page counterpart and without need for an amendment hereto except to add such investor's name to Schedule I attached hereto, any such investor shall become a party to this Agreement, shall be deemed an "Investor" for purposes of this Agreement and shall have the rights and obligations of an Investor hereunder. At each additional closing hereunder, at the request of the Investor, the Corporation shall deliver to the Investor acquiring Securities at such closing an officer's certificate certifying to such Investor that there has been no material adverse change in the business, operations or conditions of the Corporation since the date hereof.
Additional Closings. In the event that the Company does not sell the Maximum Offering Amount in the Initial Closing, the Company may sell the balance of such shares of Flash Preferred in additional Closings (each, an “Additional Closing”) if, at the time of such Additional Closing, all of the following conditions are satisfied:
Additional Closings. At any time after the First Closing but prior to the maturity date of the Note issued in the First Closing, the Buyer may demand that the Company issue an additional Note hereunder in an additional Closing under the same terms and conditions as the First Note by delivering written notice to the Company and the Company shall issue such additional Notes to the Buyer.
Additional Closings. The Company may sell Common Stock at an additional closing or closings prior to or subsequent to the Closing Date hereof, but in no event later than the Termination Date (the “Additional Closings”), subject to the same procedures as set forth in Section 2 hereof. The purchase price of the Common Stock sold in such Additional Closings may be the same or different from the Closing contemplated in this Agreement. Upon fulfillment of the conditions to closing similar to those set forth in Section 2.06, the investor(s) in such Additional Closing(s) may become parties to the Piggyback Registration Rights Agreement, without further action by the Investor or the Company, by executing and delivering a counterpart signature page thereto. This Agreement is subject to acceptance by the Company. The Company may accept this Agreement at any time for all or any portion of the shares of Common Stock subscribed for by executing a copy hereof and notifying the Investor within a reasonable time thereafter. If not accepted by the Company, or if accepted and thereafter rejected by the Company in accordance with Section 2.06(b), this Agreement shall be of no further force and effect (except with respect to the Company’s obligation to return the Purchase Price to the Investor to the extent the Purchase Price has already been paid to the Company).
Additional Closings. The closing of the transactions contemplated by the Acquisition Agreements shall have occurred simultaneously with the closing of the transactions contemplated by this Agreement.