Obligation to subscribe Sample Clauses

Obligation to subscribe. Subject to the provisions of this document:
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Obligation to subscribe. 2.1 At Completion, the Founder Investor will, subject to the adoption of the Articles, procure that:
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Obligation to subscribe. 2.1 Subject to the provisions of this Agreement:
Sample 1
Obligation to subscribe. In accordance with the Amendment and Waiver Agreement and this Agreement, within 29 Business Days after the Closing Date, Fairfax and ACON will cause the Fairfax Group Shareholders and ACON Group Shareholders, respectively, to subscribe for that number of Ordinary Shares and 10% Preference Shares at the Subscription Price in exchange for the amounts to be funded by them as set out below, so as to provide funding to the Corporation in an amount equal to the Recapitalization Funding and Additional Funding; provided, however, that the Fairfax Group Shareholders shall be entitled to subscribe for 10% Preference Shares if it holds at least 45% of the Ordinary Shares in issue on a pro forma basis assuming that the aggregate “Funded Amount” set forth below was funded. The Corporation, in turn, will make an amount equal to the Recapitalization Funding available to APR Energy to enable it to satisfy its obligations under the Amendment and Waiver Agreement. The date on which Fairfax and ACON will cause their respective Shareholder Groups to subscribe for such Shares shall be determined by the mutual agreement of Fairfax and ACON; provided, however, that if Fairfax and ACON cannot agree on a date, then they shall each cause their respective Shareholder Groups to subscribe for such Shares on the date occurring 29 Business Days after the Closing Date and shall, in such instance, advise one another at least two Business Days in advance of such date of the individual members of each respective Shareholder Group that will be subscribing for Ordinary Shares and 10% Preference Shares and the number of Ordinary Shares and 10% Preference Shares to be subscribed. Shareholder Funded Amount Fairfax Group Shareholders $157,833,027.96 ACON Group Shareholders $63,192,375.94 3.3.1 Issuance of Ordinary Shares and 10% Preference Shares. Following such subscriptions, and the payment by the Corporation of any applicable stamp duty, it shall issue the applicable number of Ordinary Shares and 10% Preference Shares to the relevant subscribers and register such subscribers as the fully paid holders of the Ordinary Shares and 10% Preference Shares subscribed for and issue share certificates accordingly.
Sample 1

Related to Obligation to subscribe

  • Agreement to Subscribe 1.1. Purchase and Issuance of the Private Units.

  • Agreement to Subscribe Purchase Price (i) SELLER and BUYER are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by Rule 506 under Regulation D ("Regulation D") as promulgated by the United States Securities and Exchange Commission (the "Commission") under the Securities Act; and

  • OBLIGATION TO SUPPORT ‌ The parties agree that subsequent to the execution of this Memorandum of Understanding and during the period of time said Memorandum is pending before the Board of Supervisors for action, neither SEIU Local 721, nor Management, nor their authorized representatives, will appear before the Board of Supervisors or meet with members of the Board of Supervisors individually to advocate any amendment, addition or deletion to the terms and conditions of this Memorandum of Understanding. It is further understood that this Article shall not preclude the parties from appearing before the Board of Supervisors nor meeting with individual members of the Board of Supervisors to advocate or urge the adoption and approval of this Memorandum of Understanding in its entirety.

  • Obligation to Suspend Distribution Upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1.4(iv), or, in the case of a resale registration on Form S-3 pursuant to Section 2.3 hereof, upon any suspension by the Company, pursuant to a written xxxxxxx xxxxxxx compliance program adopted by the Company’s Board of Directors, of the ability of all “insiders” covered by such program to transact in the Company’s securities because of the existence of material non-public information, each holder of Registrable Securities included in any registration shall immediately discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering such Registrable Securities until such holder receives the supplemented or amended prospectus contemplated by Section 3.1.4(iv) or the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable, and, if so directed by the Company, each such holder will deliver to the Company all copies, other than permanent file copies then in such holder’s possession, of the most recent prospectus covering such Registrable Securities at the time of receipt of such notice.

  • OBLIGATION TO SERVE As between the Parties, Competitive Supplier has the sole obligation to obtain sources of supply, whether from generating facilities owned or controlled by its affiliates, through bilateral transactions, or the market, as may be necessary to provide All-Requirements Power Supply for all of the Participating Consumers under the Program. Competitive Supplier, except as explicitly limited by the terms included in Exhibit A, shall be obligated to accept all Participating Consumers, regardless of their location or energy needs, subject to Competitive Supplier’s standard credit policies (to the extent permitted by law), Article 5.5 hereof, Exhibit A hereof and the terms of any approval or other order of the Department with respect to this ESA.

  • CONDITIONS TO EACH BUYER’S OBLIGATION TO PURCHASE The obligation of each Buyer hereunder to purchase the Notes and Warrants at the Closing is subject to the satisfaction, at or before the Closing Date of each of the following conditions, provided that these conditions are for such Buyer's sole benefit and may be waived by such Buyer at any time in its sole discretion:

  • Conditions to Each Party’s Obligation to Effect the Closing The respective obligation of each party to effect the Closing shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions:

  • Agreement to Subordinate The Company agrees, and each Holder by accepting a Note agrees, that the Indebtedness evidenced by the Notes is subordinated in right of payment, to the extent and in the manner provided in this Article 10, to the prior payment in full of all Senior Debt (whether outstanding on the date hereof or hereafter created, incurred, assumed or guaranteed), and that the subordination is for the benefit of the holders of Senior Debt.

  • Right to Sublicense So long as COMPANY remains the exclusive licensee of the PATENT RIGHTS in the FIELD in the TERRITORY, COMPANY shall have the sole right to sublicense any alleged infringer in the FIELD in the TERRITORY for future use of the PATENT RIGHTS in accordance with the terms and conditions of this Agreement relating to sublicenses. Any upfront fees as part of such sublicense shall be shared equally between COMPANY and M.I.T.; other revenues to COMPANY pursuant to such sublicense shall be treated as set forth in Article 4.

  • Obligation to Notify If the Participant makes the election permitted under Section 83(b) of the Internal Revenue Code of 1986, as amended (that is, an election to include in gross income in the year of transfer the amounts specified in Section 83(b)), the Participant shall notify the Company of such election within 10 days of filing notice of the election with the Internal Revenue Service and shall within the same 10-day period remit to the Company an amount sufficient in the opinion of the Company to satisfy any federal, state and other governmental tax withholding requirements related to such inclusion in Participant’s income. The Participant should consult with his or her tax advisor to determine the tax consequences of acquiring the Restricted Stock and the advantages and disadvantages of filing the Section 83(b) election. The Participant acknowledges that it is his or her sole responsibility, and not the Company’s, to file a timely election under Section 83(b), even if the Participant requests the Company or its representatives to make this filing on his or her behalf.

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