Retention and Sale of Control Sample Clauses

Retention and Sale of Control. Notwithstanding any other provisions of this Agreement to the contrary, but subject to the last sentence of this Section 5.8, prior to the completion of a Public Distribution, except with the specific prior written consent of the FNBB Affiliate and MCIT, the Jordan Investors shall not effect or permit any sale or other disposition of Common Stock or Warrants, or cause or permit any merger, consolidation or other transaction involving the Company to take place or enter into or permit the Company to enter into any agreement, arrangement, commitment or understanding with respect to the foregoing, if immediately after giving effect to such sale, disposition, merger, consolidation or other transaction, a "Change of Control" (as defined in the MCIT Purchase Agreement) would occur. For purposes of this Section 5.8, the term "Jordan Investors" shall not include any Permitted Transferee of any such Persons other than Permitted Transferees referred to in Section 4.2(b) hereof.
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Retention and Sale of Control. Notwithstanding any other provisions of this Agreement to the contrary, but subject to the last sentence of this Section 5.8, prior to the completion of a Public Distribution, without the written consent of at least 66-2/3% of the outstanding shares of Common Stock (with Warrant Shares underlying any unexercised Warrants counted as if such Warrants had been exercised) the Jordan Investors shall not effect or permit any sale or other disposition of Common Stock, or cause or permit any merger, consolidation or other transaction involving the Company to take place or enter into or permit the Company to enter into any agreement, arrangement, commitment or understanding with respect to the foregoing, if immediately after giving effect to such sale, disposition, merger, consolidation or other transaction, a "Change of Control" (as defined in the Purchase Agreements) would occur. For purposes of this Section 5.8, the term "Jordan Investors" shall not include any Permitted Transferee of any such Persons other than Permitted Transferees referred to in Section 4.2(a) hereof.
Sample 1
Retention and Sale of Control. Notwithstanding any other provisions of this Agreement to the contrary, but subject to the last sentence of this Section 5.7, prior to the completion of a Public Distribution, without the written consent of at least 75 % of the outstanding shares of Common Stock, the Company shall not effect or permit any sale or other disposition of Common Stock, or cause or permit any merger, consolidation or other transaction involving the Company to take place or enter into or permit the Company to enter into any agreement, arrangement, commitment or understanding with respect to the foregoing, if immediately after giving effect to such sale, disposition, merger, consolidation or other transaction, a change of control of the Board of Directors would occur.
Sample 1

Related to Retention and Sale of Control

  • Purchase and Sale Termination Date The “Purchase and Sale Termination Date” with respect to any Originator shall be the earlier to occur of (a) the date the Purchase Facility is terminated with respect to such Originator pursuant to Section 8.2(a) and (b) the first Payment Date to occur following the day on which such Originator shall have given written notice to the Buyer, the Administrative Agent and each Group Agent at or prior to 10:00 a.m. (New York City time) that such Originator desires to terminate this Agreement.

  • Purchase and Sale of Services During each Contract Year, SABINE shall make available to Customer, and Customer shall purchase and pay for in an amount equal to the Fee, the Services as described in Section 3.1(b).

  • Offering and Sale of Notes Each Agent and the Company agree to perform the respective duties and obligations specifically provided to be performed by them in the Procedures.

  • Authorization and Sale of Shares The Company has authorized the sale of up to two million five hundred seventy thousand (2,570,000) Shares. The Company reserves the right to increase or decrease this number.

  • Purchase and Sale of the Units At the Closing, upon the terms and subject to the conditions set forth in this Agreement, the Seller shall sell, assign, transfer, deliver and convey to the Buyer, free and clear of any Liens, and the Buyer shall purchase, accept and acquire from the Seller, the Units.

  • Purchase and Sale of Stock Purchaser hereby agrees to purchase from the Company, and the Company hereby agrees to sell to Purchaser, an aggregate of 37,500 shares of the Common Stock of the Company (the "Stock") at $0.01 per share, for an aggregate purchase price of $375.00, payable in cash. The closing hereunder, including payment for and delivery of the Stock, shall occur at the offices of the Company immediately following the execution of this Agreement, or at such other time and place as the parties may mutually agree (the "Closing").

  • Purchase and Sale of Units The Purchaser hereby subscribes for and purchases from the Company, and the Company hereby issues and sells to the Purchaser, 20,000 units (the “Initial Units”) at a purchase price of approximately $.004348 per Initial Unit for an aggregate purchase price of $86.84. Each Initial Unit consists of one share of Common Stock and one warrant (an “Initial Warrant”) to purchase one additional share of Common Stock for $7.00 in accordance with the terms of the Warrant Agreement to be entered into by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, which shall be substantially in the form attached hereto as Exhibit A (the “Warrant Agreement”). The Initial Units, together with the underlying Common Stock and the Initial Warrants, are referred to herein as the “Securities.”

  • Purchase and Sale of Shares 2.1.1. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer and deliver to Buyer, free and clear of all Liens (other than Liens under the Securities Act and any other applicable state or foreign securities Laws), and Buyer shall purchase from Seller, all right, title and interest in and to the Shares.

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