Greenshoe Clause Samples

Greenshoe. (a) From the date hereof until the 24-month anniversary of the Closing Date, each Purchaser may, in its sole determination, elect to purchase, severally and not jointly with the other Purchasers and, subject to the proviso below, in one or more purchases, in the ratio of such Purchaser’s original Subscription Amount to the original aggregate Subscription Amount of all Purchasers, additional Preferred Stocks with an aggregate subscription amount thereof equal to 100% of such Purchaser’s Subscription Amount, in accordance with the calculations in Section 2.2 (such securities, the “Greenshoe Securities” and such right to receive the Greenshoe Securities pursuant to this Section 4.18, the “Greenshoe Rights”). (b) Any Greenshoe Right exercised by a Purchaser shall close within 5 Trading Days of a duly delivered exercise notice by the exercising party. Any additional investment in the Greenshoe Securities shall be on prices and terms identical to those set forth in the Transaction Documents, mutatis mutandis, except that the per share price shall be equal to 120% of the per share price paid at the Closing Date. In order to effectuate a purchase and sale of the Greenshoe Securities, the Company and the Purchasers shall enter into a Securities Purchase Agreement identical to this Agreement, mutatis mutandis and shall include updated disclosure schedules.

Greenshoe. (a) From the date hereof until the twelve month anniversary of the Closing Date, each Holder may, in its sole determination, elect to purchase, severally and not jointly with the other Holders and, subject to the proviso below, in one or more purchases, additional debentures and warrants in accordance with the calculations in Section 3 having an aggregate cash subscription amount for each Holder equal to 50% of such Holder’s Exchange Amount (such securities, the “Greenshoe Securities” and such right to receive the Greenshoe Securities pursuant to this Section 7, the “Greenshoe Rights”). The Greenshoe Securities shall, except as set forth in this Section 7, be identical to the Securities. The debenture included in the Greenshoe Securities shall have an initial conversion price equal to the lesser of (i) $0.35 (subject to adjustment for forward and reverse stock splits and the like that occur after the date hereof) or (ii) the then effective Conversion Price of the New Debentures issued hereunder multiplied by 1.4. The warrants included in the Greenshoe Securities shall have an initial exercise price equal to the lesser of (i) $.040 (subject to adjustment for forward and reverse stock splits and the like that occur after the date hereof) or (ii) the then effective exercise price of the New Warrants issued hereunder multiplied by 1.45. (b) Any Greenshoe Right exercised by a Holder shall close within 5 Trading Days of a duly delivered exercise notice by the exercising party. Any additional investment in the Greenshoe Securities shall be on terms identical to those set forth in the Transaction Documents, mutatis mutandis. In order to effectuate a purchase and sale of the Greenshoe Securities, the Company and the Holders shall enter into a securities purchase agreement otherwise identical to the April 2014 Purchase Agreement, mutatis mutandis and shall include updated disclosure schedules.

Greenshoe. The Underwriter shall be entitled, but not obligated, to sell, as the Company's Underwriter, on a best efforts basis, the number of shares of Common Stock equal to (A) the quotient of (x) the difference between the Maximum Draw Down Amount and (y) the Minimum Draw Down Amount divided by (B) the Underwriting Price.

Greenshoe. Up to 15% of the issue exercisable for five business days after the closing.

Greenshoe. Borrower may, on two occasions prior to the Revolving Loan Commitment Termination Date, at the Borrower's and Lead Arranger's mutual discretion, increase the then effective aggregate principal amount of the Revolving Loan Commitments and/or increase the Term Loan Commitments; provided that (A) the aggregate principal amount of the increase in the Revolving Loan Commitment or the Term Loan Commitments pursuant to this subsection 2.1A(ii) shall not exceed $100,000,000, (B) Borrower shall execute and deliver such documents and instruments and take such other actions as may be reasonably requested by Administrative Agent in connection with such increase, (C) at the time of any such proposed increase, no Potential Event of Default or Event of Default shall have occurred and be continuing or would occur after giving effect to such increase, (D) the Term Loans rank pari passu with the Revolving Loans, (E) the maturity date of such Term Loans is no earlier than the Revolving Loan Commitment Termination Date and (F) the scheduled amortization of the Term Loans shall be no more than 1.00% of the original principal amount of the Term Loans per annum until maturity. Any request under this subsection 2.1A(ii) shall be submitted by Borrower to Administrative Agent, specify the proposed effective date and amount of such increase and be accompanied by an Officer's Certificate certifying that no Event of Default or Potential Event of Default exists or will occur as a result of such increase. Borrower may also specify any fees offered to those Increasing Lenders that agree to increase the principal amount of their applicable Revolving Loan Commitment or Term Loan Commitment, as the case may be, which fees may be variable based upon the amount by which any such Lender is willing to increase the principal amount of its applicable Revolving Loan Commitment or Term Loan Commitment, as the case may be. No Lender shall have any obligation, express or implied, to offer to increase the aggregate principal amount of its applicable Revolving Loan Commitment or Term Loan Commitment, as the case may be. Only the consent of each Increasing Lender shall be required for an increase in the aggregate principal amount of the applicable Revolving Loan Commitment or Term Loan Commitment, as the case may be, pursuant to this subsection 2.1A(ii). No Lender that declines to increase the principal amount of its Revolving Loan Commitment or Term Loan Commitment, as the case may be, may be replaced ...