Blocking Events Sample Clauses

Blocking Events. The Underwriter shall not be obligated to sell any shares of Common Stock from the Company pursuant to any Capital Demand Notice, nor shall a Capital Demand Notice be delivered at any time during the Commitment Period, when there shall exist any one or more of the following:
Sample 1Sample 2Sample 3See All (6)
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Blocking Events. The Investor shall not be obligated to purchase any shares of Common Stock from the Company when there shall exist any one or more of the following:
Sample 1Sample 2Sample 3See All (4)
Blocking Events. The Investor may, but shall not be required to, purchase any shares of Common Stock from the Company on any Closing Date pursuant to a Company Put Notice or an Investor Call Notice delivered at any time during the Commitment Period when there shall exist any one or more of the following: (A) the withdrawal of the effectiveness of the Registration Statement, (B) the Company's failure to satisfy the requirements of Section 3.2 or 3.3, or (C) any failure or interruption in the compliance by the Company with the covenants provided in Article VI (each of (A), (B), and (C), a "Blocking Event").
Sample 1See All (4)
Blocking Events. The Investor shall not be required to (but may elect to, in its sole and absolute discretion), purchase any shares of Common Stock from the Company on any Closing Date pursuant to a Put Notice delivered at any time during the Commitment Period when there shall exist any one or more of the following: (A) the withdrawal of the effectiveness of the Registration Statement, (B) the Company's failure to satisfy the requirements of Section 3.2 or 3.3, or (C) any failure or interruption in the compliance by the Company with the covenants provided in Article 6 (each of (A), (B), and (C), a "Blocking Event").
Sample 1
Blocking Events. The Investor shall not have any obligation to purchase any shares of Common Stock from the Company on any Closing Date, nor shall a Mandatory Purchase Notice, an Additional Purchase Notice or an Investor Call Purchase Notice be delivered at any time during the Commitment Period when there shall exist any one or more of the following: (A) the withdrawal of the effectiveness of the Registration Statement, (B) the Company's failure to satisfy in all material respects the requirements of Section 3.2 or 3.3, or (C) any failure or interruption in the compliance in all material respects by the Company with the covenants provided in Article VI.
Sample 1
Blocking Events. The Investor shall not be obligated to purchase any shares of Common Stock from the Company pursuant to any Capital Demand Notice, nor shall a Capital Demand Notice be delivered at any time during the Commitment Period, when there shall exist any one or more of the following: (A) the withdrawal or suspension of the effectiveness of a registration statement (the "Registration Statement") for the registration of not less than the number of shares of Common Stock equal to, for any Capital Demand Notice, the Maximum Draw Down Amount divided by the Hard Floor Price, (B) the failure of the Common Stock issuable hereunder to be validly listed on the Principal Market, (C) the Company's failure to satisfy the requirements of Section 2.2 or 2.3, (D) any failure or interruption in the compliance by the Company with any of the covenants provided in Article V or (E) receipt or deemed receipt (as provided in Section 2.4) by the Investor of a Notice of Blocking Period (each of (A), (B), (C), (D) or (E), a "Blocking Event"). The Company shall be obligated to notify the Investor in writing using the form attached hereto as Exhibit 1.5(a)(i) immediately upon the occurrence of a Blocking Event.
Sample 1
Blocking Events. Purchaser shall not be obligated to purchase any Additional Shares from the Company pursuant to this Agreement unless and until the Registration Statement shall have been declared effective, and thereafter shall not be obligated to purchase any Additional Shares from the Company pursuant to this Agreement when there shall have occurred any one or more of the following events:
Sample 1
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Related to Blocking Events

  • Closing Events At the Closing, each of the respective parties hereto shall execute, acknowledge and deliver (or shall cause to be executed, acknowledged, and delivered) any agreements, resolutions, rulings, or other instruments required by this Plan to be so delivered at or prior to Closing, together with such other items as may be reasonably requested by the parties hereto and their respective legal counsel in order to effectuate or evidence the transaction contemplated hereby.

  • Interim Events Since December 31, 2000, except as Previously Disclosed, neither Seller nor its Subsidiaries have paid or declared any dividend or made any other distribution to shareholders or taken any action which if taken after the date hereof would require the prior written consent of Buyer pursuant to Section 5.6 hereof.

  • Triggering Events The events referred to in Sections 3(f) and 5(a) hereof are as follows:

  • Communications with Potential Business Combination Targets Prior to the date hereof, neither the Company nor anyone on its behalf has, and as of the First Closing Date, neither the Company nor anyone on its behalf will have selected any Business Combination target or initiated any substantive discussions, directly or indirectly, with any Business Combination target.

  • Dissolving Events The Partnership shall be liquidated and dissolved in the manner hereinafter provided upon the happening of any of the following events, whichever first occurs:

  • Terminating Events Subject to Section 7 hereof, upon the effective date of (i) the liquidation or dissolution of the Company or (ii) a merger or consolidation of the Company (a "Transaction"), the Option shall continue in effect in accordance with its terms and the Optionee shall be entitled to receive in respect of all Shares subject to the Option, upon exercise of the Option, the same number and kind of stock, securities, cash, property, or other consideration that each holder of Shares was entitled to receive in the Transaction.

  • Transactions with Interested Persons Except as set forth on Schedule 2.22 hereto, neither Seller, nor any shareholder, officer, supervisory employee or director of Seller or, to the knowledge of Seller or the Principal Shareholders, any of their respective spouses or family members owns directly or indirectly on an individual or joint basis any material interest in, or serves as an officer or director or in another similar capacity of, any competitor or supplier of Seller, or any organization which has a material contract or arrangement with Seller.

  • Liquidating Events The Company shall dissolve and commence winding up and liquidating upon the first to occur of the following (each, a “Liquidating Event”):

  • Events If either Party hereto is at any time either during this Agreement or thereafter prevented or delayed in complying with any provisions of this Agreement by reason of strikes, walk-outs, labour shortages, power shortages, fires, wars, acts of God, earthquakes, storms, floods, explosions, accidents, protests or demonstrations by environmental lobbyists or native rights groups, delays in transportation, breakdown of machinery, inability to obtain necessary materials in the open market, unavailability of equipment, governmental regulations restricting normal operations, shipping delays or any other reason or reasons beyond the control of that Party, then the time limited for the performance by that Party of its respective obligations hereunder shall be extended by a period of time equal in length to the period of each such prevention or delay.

  • Transactions with Insiders So long as the Note is outstanding, the Company shall not, and shall cause each of its subsidiaries not to, enter into, amend, modify or supplement, or permit any subsidiary to enter into, amend, modify or supplement any agreement, transaction, commitment, or arrangement relating to the sale, transfer or assignment of any of the Company’s tangible or intangible assets with any of its Insiders (as defined below)(or any persons who were Insiders at any time during the previous two (2) years), or any Affiliates (as defined below) thereof, or with any individual related by blood, marriage, or adoption to any such individual. Affiliate for purposes of this Section 9(r) means, with respect to any person or entity, another person or entity that, directly or indirectly, (i) has a ten percent (10%) or more equity interest in that person or entity, (ii) has ten percent (10%) or more common ownership with that person or entity, (iii) controls that person or entity, or (iv) shares common control with that person or entity. “Control” or “Controls” for purposes hereof means that a person or entity has the power, direct or indirect, to conduct or govern the policies of another person or entity. For purposes hereof, “Insiders” shall mean any officer, director or manager of the Company, including but not limited to the Company’s president, chief executive officer, chief financial officer and chief operations officer, and any of their affiliates or family members.

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