Deferred Equity Clause Samples
POPULAR SAMPLE Copied 1 times
Deferred Equity. Chardan (and/or its designee(s)) shall also be entitled to receive that number of shares of Common Stock equal to three-fourths of one percent (0.75%) of the number of Units sold (between 37,500 shares of Common Stock if the Over-allotment Option is not exercised and 43,125 shares of Common Stock if the Over-allotment Option is exercised in full) as a deferred equity underwriting commission (the “Deferred Equity”), with the Deferred Equity to be delivered to Chardan’s own account (and/or the account(s) of its designee(s)) upon the consummation of a Business Combination. The Company shall deliver to Chardan (and/or its designee(s)) upon the consummation of the Business Combination, certificates for the Deferred Equity in the name or names and in such authorized denominations as Chardan may request. Pursuant to Rule 5110(e)(1) of FINRA’s rules, the Deferred Equity is subject to a lock-up for a period of one hundred eighty (180) days immediately following the commencement of sales in the offering during which the securities may not be sold, transferred, assigned, pledged or hypothecated, or be subject of any hedging, short sale, derivative or put or call transaction that would result in the economic disposition of the securities. In the event that the Company is unable to consummate a Business Combination, Chardan agrees that any rights or claims to any Deferred Equity shall be forfeited. Any Deferred Equity will be fully earned by each Underwriter upon the payment of the purchase price for the Units purchased by such Underwriter at the Closing (or, with respect to Deferred Equity related to the Option Units, the payment of the purchase price for those Units at any Option Closing) and will be paid if and when the Company consummates a Business Combination without any further conditions. Chardan may waive its right to receive the Deferred Equity by notifying the Company in writing at any time prior to the consummation of a Business Combination, in which case the Deferred Equity will be cancelled.
Deferred Equity. The Deferred Equity has been duly authorized and reserved for issuance and when issued and paid for, will be validly issued, fully paid and non-assessable; the Deferred Equity is not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate actions required to be taken for the authorization, issuance and sale of the Deferred Equity has been duly and validly taken.
Deferred Equity. The Company agrees to issue to Chardan (and/or its designees) such number of shares of Common Stock equal to half of one percent (0.5%) of the number of Units sold (25,000 shares if the Over-allotment Option is not exercised, and up to 28,750 if the Over-allotment Option is exercised in full) (the “Deferred Equity”). Delivery of the Deferred Equity shall be made upon the consummation of the Business Combination. The Company shall deliver to the Representative (and/or its designees) upon the consummation of the Business Combination, certificates for the Deferred Equity in the name or names and in such authorized denominations as the Representative may request. Pursuant to Rule 5110(g)(1) of FINRA’s Rules, the Deferred Equity is subject to a lock-up for a period of one hundred eighty (180) days immediately following the Effective Date of the Registration Statement or the commencement of sales in the offering, and, for a one year period (including the foregoing one hundred eighty (180) day period) following the Effective Date, may not be sold, transferred, assigned, pledged or hypothecated, or be subject of any hedging, short sale, derivative or put or call transaction that would result in the economic disposition of the securities.
Deferred Equity. Owner Participant hereby unconditionally agrees with Lessee, and only with Lessee (and not with any other party to this Agreement or the Holders of any Certificates), that, so long as no Lease Event of Default or Lease Default (of the type described in Section 14.1 or 14.5 of the Lease) shall have occurred and be continuing, it will pay or cause to be paid to Indenture Trustee on the Deferred Equity Date sufficient funds to effect the payment of an amount (the "Deferred Equity Amount") equal to the amount due on such date in respect of accrued interest on the Certificates from the Section 18 Refinancing Date (as defined in Section 18 hereof) to and including the Deferred Equity Date. Owner Participant and Owner Trustee hereby direct the Indenture Trustee, and Indenture Trustee hereby agrees, to apply the Deferred Equity Amount to the payment of interest on the Certificates which may be due and payable pursuant to the provisions of the Trust Indenture on the Deferred Equity Date. Owner Participant agrees to make payment of the Deferred Equity Amount in immediately available funds on or before 11:00 a.m., New York City time, on the Deferred Equity Date, provided that the Owner Participant agrees to give Lessee notice by 11:00 a.m., New York City time, on the second Business Day prior to the Deferred Equity Date if it shall not make such payment. Indenture Trustee agrees to give Lessee prompt notice if it shall not have received such
Deferred Equity. The Company agrees to issue to Chardan (and/or its designee(s)) such number of shares of Common Stock equal to three-quarters of one percent (0.75%) of the number of Units sold (45,000 shares if the Over-allotment Option is not exercised, and up to 51,750 shares if the Over-allotment Option is exercised in full) (the “Deferred Equity”). Delivery of the Deferred Equity shall be made upon the consummation of the Business Combination. The Company shall deliver to the Representative (and/or its designee(s)) upon the consummation of the Business Combination, certificates for the Deferred Equity in the name or names and in such authorized denominations as the Representative may request. Pursuant to Rule 5110(e)(1) of FINRA’s rules, the Deferred Equity is subject to a lock-up for a period of one hundred eighty (180) days immediately following the commencement of sales in the offering during which the securities may not be sold, transferred, assigned, pledged or hypothecated, or be subject of any hedging, short sale, derivative or put or call transaction that would result in the economic disposition of the securities.