First Subsequent Closing Clause Samples

First Subsequent Closing. Subject to the satisfaction (or waiver) of the conditions set forth in Sections 1(c), 6(b) and 7(b) below, the Company shall issue and sell to each Subsequent Buyer, and each Subsequent Buyer severally, but not jointly, agrees to purchase from the Company on the First Subsequent Closing Date (as defined below), (x) a principal amount of Subsequent Notes as set forth on the signature page of such Subsequent Buyer attached to such Subsequent Buyer’s Joinder Agreement or in the Subsequent Closing Notice (as defined below), as applicable and (y) Subsequent Warrants to acquire four hundred (400) shares of Common Stock for each $1,000 of principal amount of Subsequent Notes purchased by such Subsequent Buyer on the First Subsequent Closing Date (without regard to any limitation on conversion set forth in the Subsequent Notes) (the “First Subsequent Closing”).

First Subsequent Closing. Following the Initial Closing, the Purchaser shall purchase three hundred thousand (300,000) additional Preferred Shares and Warrants for an aggregate purchase price of Three Hundred Thousand Dollars ($300,000) (the “First Subsequent Closing”) on or before August 2, 2013 (the “First Subsequent Closing Date”), provided that written notice is delivered to the Company indicating the amount of Preferred Shares and Warrants to be purchased at least five (5) Business Days (as defined below) prior to the First Subsequent Closing Date; and provided further that in the event that the First Subsequent Closing does not occur on or before the First Subsequent Closing Date, the Company shall have the option to require the Purchaser to purchase from the Company all of the three hundred thousand (300,000) Preferred Shares and Warrants, with such option to be exercised upon delivery of a written notice to the Purchaser. “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in the city of New York are authorized or required by law to remain closed.”

First Subsequent Closing. The obligations of each of the Subsequent Purchasers under Section 1 of this Agreement to purchase Shares at the First Subsequent Closing are subject to the fulfillment on or before the First Subsequent Closing of each of the following conditions unless waived in accordance with Section 8.1:

First Subsequent Closing. A subsequent closing of the purchase and sale of the Shares shall take place remotely via the exchange of documents and signatures on October 27, 2017 or at such other time and place as mutually agreed to by the Company and the Purchaser (the “First Subsequent Closing”).

First Subsequent Closing. Provided that the following conditions are satisfied or otherwise waived by the Buyers (the date such satisfaction or waiver occurs referred to herein as the “First Subsequent Closing Determination Date”): (A) The Company has entered into agreements with counterparties determined by the Company in good faith and in accordance with past practices to be creditworthy, pursuant to which the Company and such counterparties have made irrevocable commitments to deploy the net proceeds from the Initial Closing in bona fide TTK Contracts (as defined below) and the Company has made public disclosure thereof; (B) The Buyers have provided written consent approving the First Subsequent Closing in whole or in part in their sole discretion; and (C) The Resale Registration Statement (as defined below) for the Underlying Shares issued or issuable pursuant to the Initial Purchased Securities shall be effective, the closing (the “First Subsequent Closing”) of the purchase of the First Subsequently Purchased Securities by the Buyers shall occur by electronic transmission or other transmission as mutually acceptable at 10:00 a.m., New York time, on the first (1st) Business Day on which the conditions to the Closing set forth in Sections 6 and 7(b) are satisfied or waived (or such other date as is mutually agreed to by the Company and each Buyer) (the “First Subsequent Closing Date”), provided that, in any event, the First Subsequent Closing Date shall occur no later than the third (3rd) day following the First Subsequent Closing Determination Date. As used herein, a “TTK Contract” shall mean a Total Turn-Key Solution contract entered into between the Company and customers thereof to implement a long-term partnership between the Company and such customer designed to provide such customer with access to vertical farming units, extraction or processing equipment, construction and/or equipment funding, facility design and construction services, cultivation equipment and software, standard operating procedures, training, data and insights, and ongoing maintenance, support, and equipment upgrades, which TTK Contracts include, without limitation, financing, construction, vertical farming unit leasing, extraction or processing equipment leasing, software, brand and/or marketing consulting and production-based fee contracts.

First Subsequent Closing. The first Subsequent Closing for up to an additional $855,000.00 of Subscription Amount in the aggregate, of Shares and Warrants, may be held within 120 days after the Initial Closing Date at the written election of any Purchaser as to itself, on the same terms and conditions as the Initial Closing. The Parties shall make the same deliveries as required by Section 2.2 for the Initial Closing and the Subsequent Closing shall be subject to the same conditions as set forth in Section 2.3 for the Initial Closing. Subject to Section 4.15, the Per Share Purchase Price at first Subsequent Closing shall be the lesser of (i) the Per Share Purchase Price at the Initial Closing; or (ii) five percent (5%) discount to the lowest bid price as reported for the principal Trading Market for the five (5) Trading Days prior to such Subsequent Closing, provided that the Per Share Purchase Price at the first Subsequent Closing shall not be lower than $0.50.