Strategic Investor Sample Clauses

Strategic Investor. 33 Subsidiary................................................................. 33
Sample 1See All (5)
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Strategic Investor. If at any time prior to the date on which the Registration Statement has been declared effective the Company enters into an agreement to issue equity securities to an investor that, in the reasonable, good faith determination of the Company is a strategic investor the Company will be granted a 30-day extension of the timeframes set forth in Sections 5(c)(i) and 5(c)(ii) above, and no liquidated damages shall accrue during such 30-day period.
Sample 1Sample 2
Strategic Investor. The Strategic Investor shall have entered into appropriate Agreements joining it as a party to this Agreement and to the Investors Rights Agreement in connection with its purchase of 5% of the Common Stock of the Company as of the Closing Date hereunder. The terms of the Trademark Agreement and the Cooperative Marketing Agreement between the Company and the Strategic Investor shall be in full force and effect and the Strategic Investor shall have made payments to Footwear as required therein in connection with the Acquisition. The closing under the Trademark Agreement shall occur substantially simultaneously with the Closing hereunder.
Sample 1Sample 2
Strategic Investor. The Voting Shareholders (other than the Castleco Parties) acknowledge and agree that it is their intention to seek a strategic US investor in the Corporation. Castleco hereby undertakes to use its reasonable commercial efforts to introduce the Corporation to potential US investors with the experience and ability to make a significant investment in the capital of the Corporation.
Sample 1
Strategic Investor. The Company recently received a Subscription Agreement in the amount of $10 million from Xxxxxxx Diversified Investment, LLC (“Xxxxxxx Investment”), a company controlled by Xxxxxx X. Xxxxxxx, a strategic investor with whom the Company has been conducting negotiations for several months. In addition to the initial investment by Xxxxxxx Investment, Xx. Xxxxxxx has stated his intention to raise an additional $15 million to $40 million of capital prior to June 30, 2016. In order to effect this strategic relationship with Xx. Xxxxxxx and his companies, the Board of Trustees of the Company has agreed in principle that, based upon arranging specified amounts of additional capital for Borderplex, Xx. Xxxxxxx will have an increasingly larger role in the governance and management of Borderplex. The Company and Xx. Xxxxxxx are in the process of finalizing an Investor Rights Agreement that outlines the additional capital to be contributed by Xx. Xxxxxxx and/or his Affiliates and the concomitant governance and/or management rights that will attach to such additional capital contributions (the “Xxxxxxx Investor Rights Agreement”). The terms of the Xxxxxxx Investor Rights Agreement to be executed between the Company and Xxxxxxx Investment provide increased governance and management responsibilities based upon additional capital raised, as follows:
Sample 1

Related to Strategic Investor

  • INVESTMENT MANAGEMENT AGREEMENT Separate written agreements entered into (i) by the Manager and the Master Fund and (ii) by the Manager and the Company, pursuant to which the Manager provides investment management services to the Master Fund.

  • Investor 2.1 The Investor, by following a Strategy of a Strategy Provider, hereby agrees to the following:

  • Management Investors The term "Management Investors" shall have the meaning set forth in the preface.

  • Investment Management If and to the extent requested by the Advisor, the Sub-Advisor shall, subject to the supervision of the Advisor, manage all or a portion of the investments of the Portfolio in accordance with the investment objective, policies and limitations provided in the Portfolio's Prospectus or other governing instruments, as amended from time to time, the Investment Company Act of 1940 (the "1940 Act") and rules thereunder, as amended from time to time, and such other limitations as the Trust or Advisor may impose with respect to the Portfolio by notice to the Sub-Advisor. With respect to the portion of the investments of the Portfolio under its management, the Sub-Advisor is authorized to make investment decisions on behalf of the Portfolio with regard to any stock, bond, other security or investment instrument, and to place orders for the purchase and sale of such securities through such broker-dealers as the Sub-Advisor may select. The Sub-Advisor may also be authorized, but only to the extent such duties are delegated in writing by the Advisor, to provide additional investment management services to the Portfolio, including but not limited to services such as managing foreign currency investments, purchasing and selling or writing futures and options contracts, borrowing money or lending securities on behalf of the Portfolio. All investment management and any other activities of the Sub-Advisor shall at all times be subject to the control and direction of the Advisor and the Trust's Board of Trustees.

  • Investors Investors will be instructed by the Dealer Manager or any Soliciting Dealer to remit the purchase price in the form of checks (“instruments of payment”) payable to the order of “UMB BANK, N.A., ESCROW AGENT FOR LIGHTSTONE REAL ESTATE INCOME TRUST.” By 12:00 p.m. Eastern the next business day after receipt of instruments of payment, the Escrow Agent shall be furnished with a list of the Investors who have paid for the Common Shares showing the name, address, tax identification number, number of Common Shares subscribed for, the amount paid and whether such Investors are New York Investors, Tennessee Investors or Pennsylvania Investors (the “List of Investors”). The information comprising the identity of Investors shall be provided to the Escrow Agent in the format set forth in the “List of Investors” attached hereto as Exhibit C. The Escrow Agent shall be entitled to conclusively rely upon the List of Investors in determining whether Investors are New York Investors, Tennessee Investors or Pennsylvania Investors, and shall have no duty to independently determine or verify the same. Any checks made payable to a party other than the Escrow Agent shall be returned to the Dealer Manager or Soliciting Dealer that submitted the check. If any subscription agreement for the purchase of Common Shares solicited by a Soliciting Dealer is rejected by the Dealer Manager or the Company, then the subscription agreement and the related check for the purchase of Common Shares will be returned to the rejected subscriber within ten (10) business days from the date of rejection. If an Investor sends a check to the Dealer Manager or any Soliciting Dealer that does not conform to the subscription instructions, the Dealer Manager or Soliciting Dealer, as applicable, shall return the check directly to such Investor not later than the end of the next business day after the date on which the Dealer Manager or Soliciting Dealer, as applicable, received such check. All Investor Funds deposited in the Escrow Account shall not be subject to any liens or charges by the Company or the Escrow Agent, or judgments or creditors’ claims against the Company, until and unless released to the Company as hereinafter provided. The Company understands and agrees that the Company shall not be entitled to any Investor Funds on deposit in the Escrow Account and no such funds shall become the property of the Company or any other entity except as released to the Company pursuant to Section 3, Section 4 for New York Investors, Section 5 for Tennessee Investors or Section 6 for Pennsylvania Investors. The Escrow Agent will not use the information provided to it by the Company for any purpose other than to fulfill its obligations as Escrow Agent hereunder. The Escrow Agent will treat all Investor information as confidential.

  • Investment Management Fee For services provided under subparagraph (b) of paragraph 1 of this Agreement, the Advisor agrees to pay the Sub-Advisor a monthly Investment Management Fee. The Investment Management Fee shall be equal to: (i) 50% of the monthly management fee rate (including performance adjustments, if any) that the Portfolio is obligated to pay the Advisor under its Management Contract with the Advisor, multiplied by: (ii) the fraction equal to the net assets of the Portfolio as to which the Sub-Advisor shall have provided investment management services divided by the net assets of the Portfolio for that month. If in any fiscal year the aggregate expenses of the Portfolio exceed any applicable expense limitation imposed by any state or federal securities laws or regulations, and the Advisor waives all or a portion of its management fee or reimburses the Portfolio for expenses to the extent required to satisfy such limitation, the Investment Management Fee paid to the Sub-Advisor will be reduced by 50% of the amount of such waivers or reimbursements multiplied by the fraction determined in (ii). If the Sub-Advisor reduces its fees to reflect such waivers or reimbursements and the Advisor subsequently recovers all or any portion of such waivers and reimbursements, then the Sub-Advisor shall be entitled to receive from the Advisor a proportionate share of the amount recovered. To the extent that waivers and reimbursements by the Advisor required by such limitations are in excess of the Advisor's management fee, the Investment Management Fee paid to the Sub-Advisor will be reduced to zero for that month, but in no event shall the Sub-Advisor be required to reimburse the Advisor for all or a portion of such excess reimbursements.

  • Investment Advisor The Buyer is an investment advisor registered under the Investment Advisors Act of 1940.

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