AGREEMENTS OF THE INVESTOR Sample Clauses

AGREEMENTS OF THE INVESTOR. Section 1.01. The Investor hereby irrevocably waives any right that it may have to elect to have SPAC redeem any Investor Shares and agrees, for the benefit of SPAC, not to redeem, or to submit a request to SPAC’s transfer agent to redeem or otherwise exercise any right to redeem, the Investor Shares and to reverse and revoke any prior redemption elections made with respect to the Investor Shares; provided that SPAC acknowledges and agrees that the Investor may own additional shares of SPAC Class A Common Stock in excess of the Investor Shares (the “Other Shares”) and nothing herein shall restrict any rights of the Investor with respect to such Other Shares, including, without limitation, the right to redeem, or to submit a request to SPAC’s transfer agent to redeem or otherwise exercise any right with respect to such Other Shares. During the period commencing on the date hereof until the earlier of (a) the SPAC redemption deadline and (b) the termination of this Agreement pursuant to its terms, the Investor shall not sell or otherwise transfer the Investor Shares to any person unless such person enters into an agreement in the form of this Agreement with each of SPAC and New Starry with respect thereto. The Investor shall deliver such documentation as is reasonably requested by SPAC or New Starry to evidence that no Investor Shares have been redeemed or transferred for the purpose of redemption.
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AGREEMENTS OF THE INVESTOR. 1.1 The Investor covenants and agrees to reverse and revoke any prior redemption elections made with respect to the Shares and that, prior to the Termination Date, neither it nor any of its affiliates shall (a) directly or indirectly Transfer (other than to any fund or account managed by the same investment manager as the Investor) any of the Shares, or any voting or economic interest therein, as of and following the date hereof through the earlier of (i) the Closing of the Business Combination and (ii) the termination of the Merger Agreement in accordance with its terms, or (b) exercise any redemption rights under the Amended and Restated Certificate of Incorporation of SPAC in connection with the Business Combination or the SPAC Stockholders Meeting, with respect to the Shares (collectively, the “Redemption Rights”). For purposes hereof, “
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AGREEMENTS OF THE INVESTOR. Section 1.01. The Investor hereby agrees to purchase [●] shares of the Series A Preferred Stock and [●] PIPE Warrants for an aggregate purchase price of $[●] in accordance with the Securities Purchase Agreement by executing the Securities Purchase Agreement and/or a joinder to the Securities Purchase Agreement.
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AGREEMENTS OF THE INVESTOR. 1.1 The Investor covenants and agrees to reverse and revoke any prior redemption elections made with respect to the Shares and that, prior to the Termination Date, neither it nor any of its affiliates shall (a) directly or indirectly Transfer (other than to any fund or account managed by the same investment manager as the Investor) any of the Shares, or any voting or economic interest therein, as of and following the date hereof through the earlier of (i) the Closing of the Business Combination and (ii) the termination of the Business Combination Agreement in accordance with its terms, or (b) exercise any redemption rights under the Second Amended and Restated Certificate of Incorporation of SPAC, as may be further amended or restated from time to time (the “Charter”), in connection with (i) the Business Combination or (ii) any meeting of SPAC at which SPAC shareholders may ordinarily exercise redemption rights pursuant to the Charter, with respect to the Shares (collectively, the “Redemption Rights”). For purposes hereof, “
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AGREEMENTS OF THE INVESTOR. Section 1.01. Subject to Target and Investor (or their respective designees) entering into a sales agency agreement that is satisfactory to Investor; provided that such sales agency agreement shall be substantially consistent with the memorandum of understanding between Target and Investor (the “Non-Redemption Condition”), Investor hereby irrevocably waives any right that it may have to elect to have the SPAC redeem any Investor Shares and agrees, for the benefit of the SPAC, not to redeem, or to submit a request to the SPAC’s transfer agent to redeem or otherwise exercise any right to redeem, the Investor Shares and to reverse and revoke any prior redemption elections made with respect to the Investor Shares; provided that the SPAC acknowledges and agrees that the Investor may own additional shares of Class A Common Stock in excess of the Investor Shares (the “Other Shares”) and nothing herein shall restrict any rights of the Investor with respect to such Other Shares, including, without limitation, the right to redeem, or to submit a request to the SPAC’s transfer agent to redeem or otherwise exercise any right with respect to such Other Shares. For clarity, unless and until the Non-Redemption Condition is satisfied, this Section 1.01 shall have no effect.
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AGREEMENTS OF THE INVESTOR. Section 1.01. The Investor hereby agrees, for the benefit of DYNS, not to redeem, or to submit a request to DYNS’s transfer agent to redeem or otherwise exercise any right to redeem, any Investor Shares and to reverse and revoke any prior redemption elections made with respect to the Investor Shares.
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AGREEMENTS OF THE INVESTOR. Section 1.01. The Investor hereby agrees to purchase 1,500 shares of the Series A Preferred Stock for an aggregate purchase price of $1,500,000 in accordance with the Securities Purchase Agreement by executing the Securities Purchase Agreement and/or a joinder to the Securities Purchase Agreement.
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AGREEMENTS OF THE INVESTOR 
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Related to AGREEMENTS OF THE INVESTOR

  • OBLIGATIONS OF THE INVESTOR a. The Company shall notify the Investor in writing of the information the Company reasonably requires from the Investor in connection with any registration statement hereunder. The Investor shall furnish to the Company such information regarding itself, the Registrable Securities held by it and the intended method of disposition of the Registrable Securities held by it as shall be reasonably required to effect the registration of such Registrable Securities and shall execute such documents in connection with such registration as the Company may reasonably request.

  • Covenants of the Investor Each Investor, severally and not jointly, covenants and agrees with the Company as follows:

  • Certain Agreements of the Initial Purchasers Each Initial Purchaser hereby represents and agrees that it has not and will not use, authorize use of, refer to, or participate in the planning for use of, any written communication that constitutes an offer to sell or the solicitation of an offer to buy the Securities other than (i) the Preliminary Offering Memorandum and the Offering Memorandum, (ii) a written communication that contains no “issuer information” (as defined in Rule 433(h)(2) under the Securities Act) that was not included (including through incorporation by reference) in the Preliminary Offering Memorandum or the Offering Memorandum, (iii) any written communication listed on Annex A or prepared pursuant to Section 4(c) above (including any electronic road show), (iv) any written communication prepared by such Initial Purchaser and approved by the Company in advance in writing or (v) any written communication relating to or that contains the terms of the Securities and/or other information that was included (including through incorporation by reference) in the Preliminary Offering Memorandum or the Offering Memorandum.

  • Obligations of the Investors In connection with the registration of the Registrable Securities, the Investors shall have the following obligations:

  • Obligations of the Investment Adviser a. The Investment Adviser shall provide (or cause the Trust's custodian to provide) timely information to the Subadviser regarding such matters as the composition of assets in the Fund, cash requirements and cash available for investment in the Fund, and all other information as may be reasonably necessary for the Subadviser to perform its responsibilities hereunder.

  • Further Agreements of the Selling Stockholders Each of the Selling Stockholders covenants and agrees with each Underwriter that:

  • Conditions of the Obligations of the Initial Purchasers The obligations of the several Initial Purchasers to purchase and pay for the Securities as provided herein on the Closing Date shall be subject to the accuracy of the representations and warranties on the part of the Company and the Guarantors set forth in Section 1 hereof as of the date hereof and as of the Closing Date as though then made and to the timely performance by the Company of its covenants and other obligations hereunder, and to each of the following additional conditions:

  • Representations of the Purchaser The Purchaser represents and warrants to the Company as follows:

  • Limitations of Liability of the Board and Shareholders of the Investment Company The execution and delivery of this Agreement have been authorized by the Board of the Investment Company and signed by an authorized officer of the Investment Company, acting as such, and neither such authorization by the Board nor such execution and delivery by such officer shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, and the obligations of this Agreement are not binding upon any member of the Board or Shareholders of the Investment Company, but bind only the property of the Fund, or Class, as provided in the Declaration of Trust.

  • Conditions to the Obligations of the Initial Purchasers The obligations of the Initial Purchasers to purchase the Firm Securities and the Option Securities, as the case may be, shall be subject to the accuracy of the representations and warranties of the Company contained herein at the Execution Time, the Closing Date and any settlement date pursuant to Section 3 hereof, to the accuracy of the statements of the Company made in any certificates pursuant to the provisions hereof, to the performance by the Company of its obligations hereunder and to the following additional conditions:

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