Investor Obligations. At the Closing, the Investor shall deliver or promptly cause to be delivered to the Company (i) the Existing Note, and (ii) an executed copy of this Agreement.
Investor Obligations. (a) Notwithstanding anything to the contrary herein (but in all cases subject, for the avoidance of doubt, to the satisfaction of the conditions precedent set forth in Section 2), Investor hereby absolutely, irrevocably and unconditionally guarantees to Parent, Merger Sub and the Company the due and punctual performance and discharge of all of the payment obligations of Parent and Merger Sub under the Merger Agreement (collectively, the “Guaranteed Obligations”); provided, that in no event shall the aggregate liability of Investor hereunder exceed the Willful Breach Cap Amount (or, in the case of a termination pursuant to Section 8.1(c) of the Merger Agreement, exceed an amount equal to the Parent Termination Fee). If Parent or Merger Sub fails to discharge any portion of the Guaranteed Obligations when due, upon the Company’s demand, Investor’s liability to Parent, Merger Sub and the Company hereunder in respect of such portion of the Guaranteed Obligations shall become immediately due and payable, and the Company may at any time and from time to time, at the Company’s option, and so long as Parent and Merger Sub have failed to discharge the Guaranteed Obligations, take any and all actions available hereunder to collect Investor’s liabilities hereunder in respect of such Guaranteed Obligations. In furtherance of the foregoing, Investor acknowledges that the Company may, in its sole discretion, bring and prosecute a separate action or actions against Investor for the unsatisfied Guaranteed Obligations, regardless of whether any such action is brought against Parent or Merger Sub or whether Parent or Merger Sub is joined in any such action or actions. For the avoidance of doubt, Investor may satisfy any or all of the Guaranteed Obligations with a direct payment to the Company and in no event will Investor have any obligation to contribute such amount to the capital of Parent or Merger Sub, and such direct payment will be considered as satisfaction (to the extent of such payment) of Parent’s and Merger Sub’s obligations under the applicable provision of the Merger Agreement and of Investor’s obligations under this Section 5. The guarantee of payment obligations of Investor under this Section 5 shall be referred to as the “Guarantee”.
Investor Obligations. The Investor will (a) provide, upon request, prompt written notice to the General Partner, and in any event within 30 days of such request, of any change in the Investor’s U.S. tax or withholding status, and (b) execute properly and provide to the General Parner, within 30 days of written request by the General Partner (or any other Sponsoring Party), any other tax documentation or information that may be reasonably required by the General Partner (or another Sponsoring Party) in connection with the operation of the Funds or Platform to comply with applicable laws and regulations (including, but not limited to, the name, address and taxpayer identification number of any “substantial U.S. owner” (as defined in the Code) of the Investor or any other document or information requested by the General Partner (or another Sponsoring Party) in connection with the Funds complying with FATCA and/or any IGA or as required to reduce or eliminate any withholding tax directly or indirectly imposed on or collected by or with respect to the Funds), and (c) execute and properly provide to the General Partner, within 30 days of written request by the General Partner (or another Sponsoring Party), any tax documentation or information that may be requested by the General Partner (or any Sponsoring Party).
Investor Obligations. Upon receipt of the Company Required Items and subject to the satisfaction by the Company, or waiver by the Investor, of the conditions to the Investor's obligation to purchase Put Shares set forth in Section 6.1, on each Closing Date the Investor shall deliver (or cause to be delivered) to the Company, the Investment Amount for the Put Shares to be issued and sold at such Closing, less any cash fee to which the Investor pursuant to Section 2.5(c) hereof, or Lindon Law Corporation pursuant to Section 2.5(a) hereof, is entitled with respect to such Closing, no later than the close of business on the Closing Date.
Investor Obligations. The Company shall obtain all consents, approvals and authorizations of, and shall make all registrations, declarations and filings with, any Governmental Authority which are required on the part of the Company in connection with its issuance of Investor Obligations. The Company shall at all times remain authorized and eligible to issue Investor Obligations.
Investor Obligations. In the event Registrable Securities are being included in a Registration, the Investor agrees, as a condition to the Registration obligations with respect to the Investor provided herein, to:
Investor Obligations. 16.1. Investor confirms that:
Investor Obligations. The Corporation may require each Investor, prior to inclusion of its Registrable Shares in a registration statement as to which any registration is being effected, to furnish to the Corporation such information regarding such seller and the distribution of such securities as the Corporation may from time to time reasonably request and as shall be required in connection with any registration referred to herein. The Investor may not include Registrable Shares in any registration statement pursuant to this Agreement unless and until the Investor has furnished to the Corporation such information. The Investor further agrees to furnish as soon as reasonably practicable to the Corporation all information required to be disclosed in order to make information previously furnished to the Corporation by the Investor not materially misleading. The Investor agrees that, upon receipt of any written notice from the Corporation (x) of any stop order suspending the effectiveness of any registration statement or the initiation of any proceedings for that purpose, (y) of any suspension of the qualification of the Registrable Shares for sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose or (z) of the happening of any event which makes any statement of a material fact made in any registration statement, prospectus or any document incorporated therein by reference untrue or which requires the making of any changes in any registration statement, prospectus or any document incorporated therein by reference in order to make the statements therein (in the case of any prospectus, in the light of the circumstances under which they were made) not misleading (which notice shall be accompanied by an instruction to suspend the use of the prospectus relating to such Registrable Shares until the requisite changes have been made), the Investor will forthwith discontinue disposition of Registrable Shares pursuant to the then current prospectus until (1) the Investor is advised in writing by the Corporation that a new registration statement covering the offer of Registrable Shares has become effective under the Securities Act or (2) the Investor receives copies of a supplemented or amended prospectus, or until the Investor is advised in writing by the Corporation that the use of the prospectus may be resumed. If the Corporation shall have given any such notice, the Investor will deliver to the Corporation all copies, other than permanent file copies ...
Investor Obligations. Each Investor covenants and agrees to (i) comply with all prospectus delivery requirements of the 1933 Act and with all anti-stabilization, anti-manipulation and similar provisions of Section 10 of the 1934 Act and any rules issued thereunder by the SEC, and to furnish to the Company information about sales made in such public offering and (ii) at the end of the Shelf Registration Period discontinue sales of shares pursuant to the Registration Statement and advise the Company of the number of Registrable Securities remaining unsold.
Investor Obligations. 1. The investor commits to keep the details of an investment project which he has known through BAMS confidential, for a 2-year duration, unless otherwise specified by the entrepreneur. This prohibition of disclosure will not apply to information which was already in the public domain at the time when the investor was informed of it and with information which will become of public knowledge in the future without him being responsible. BAMS will make sure that the entrepreneurs registered in the BAMS database also commit themselves to never reveal the identity of an investor member of BAMS, unless otherwise specified by the investor.
