Subsequent Financing Clause Samples

Subsequent Financing. From the date hereof until the date that is the twenty four (24) month anniversary of the Effective Date, the Company shall use its commercially reasonable efforts to, prior to any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock Equivalents for cash consideration, or a combination of units thereof (a “Subsequent Financing”), provide each Purchaser with (x) written notice of the Subsequent Financing (including the contemplated terms and conditions of the Subsequent Financing, the amount of proceeds intended to be raised thereunder and the Person or Persons through or with whom such Subsequent Financing is proposed to be effected) and (y) the opportunity to consult reasonably with the Company with respect to the terms and conditions of such Subsequent Financing.

Subsequent Financing. After the Substantial Completion of the Project, ▇▇▇▇▇▇▇▇ may elect to refinance, from time to time, all or portions the Project without any requirement to obtain the Proprietary Approval of Herndon. Notwithstanding the foregoing, all debt secured by a lien on the Condominium common elements and Herndon Components shall be released at the time of the Arts Center Closing. Herndon will reasonably cooperate with ▇▇▇▇▇▇▇▇ with respect to such refinance(s) including by delivering any reasonable certification or estoppel requested by any Lender.

Subsequent Financing. (a) Except as set forth on SCHEDULE 3.11(a) hereto and with respect to (i) the issuance of securities (other than for cash) in connection with a merger and/or acquisition, consolidation, sale or other disposition of assets, (ii) the exchange of capital stock for assets, (iii) an offering of securities at no less than the fair market price of such securities or (iv) the issuance of capital stock or options to purchase shares of its capital stock pursuant to any employee stock ownership plan currently in existence or pursuant to or employee stock option plan for the grant of options to purchase less than five percent (5%) of the outstanding shares of the Company's Common Stock, the Company covenants and agrees that the Company will not offer or sell Common Stock or any securities convertible or exchangeable into Common Stock based on variable rates of conversion (meaning based on a market price of the Common Stock as of the date of conversion or exchange) which the Company proposes or intends to consummate with any third parties (the "Subsequent Financing") on or before the forty-fifth (45th) day following the effectiveness of the registration statement (the "Registration Statement") to be filed pursuant to the Registration Rights Agreement without the prior written consent of the Purchasers. (b) The Company also covenants and agrees that during the one (1) year period after the effective date of the Registration Statement the Purchasers shall have a right of first refusal with respect to any Subsequent Financing. The Company will promptly notify the Purchasers in writing of the terms and conditions of the proposed Subsequent Financing. The Purchasers shall have the right for ten (10) trading days to consummate the Subsequent Financing, in whole but not in part, with the Company on the same terms and conditions as the proposed Subsequent Financing. If the Purchasers do not consummate the Subsequent Financing, the Company shall have forty-five (45) days thereafter to consummate the Subsequent Financing with such third parties, on the same or substantially the same terms, or on terms more favorable to the Company.

Subsequent Financing. From the date hereof until the date that is the later of (i) the closing of the transactions whereby Yotta Merger Sub, Inc. will merge with and into the Company, with the Company as the surviving company (the “Merger”); and (ii) 12 month anniversary of the First Settlement Date, upon a Subsequent Financing, Investor shall have the right to participate in any financing, up to an amount of the Subsequent Financing equal to 100% of the Subsequent Financing (the “Participation Maximum”) on the same terms, conditions and price provided for in the Subsequent Financing. Following the Merger, the Participation Maximum shall be 50% of the Subsequent Financing. At least five (5) Trading Days prior to the closing of the Subsequent Financing, the Company shall deliver to Investor a written notice of its intention to effect a Subsequent Financing (“Pre-Notice”), which Pre-Notice shall ask such Investor if it wants to review the details of such financing (such additional notice, a “Subsequent Financing Notice”). Upon the request of Investor, and only upon a request by Investor, for a Subsequent Financing Notice, the Company shall promptly, but no later than one (1) Trading Day after such request, deliver a Subsequent Financing Notice to Investor. The Subsequent Financing Notice shall describe in reasonable detail the proposed terms of such Subsequent Financing, including the amount of proceeds intended to be raised thereunder and the Person or Persons through or with whom such Subsequent Financing is proposed to be effected and shall include a term sheet or similar document relating thereto as an attachment.

Subsequent Financing. The letter of intent dated June 10, 2002 between the Company and Commonwealth Associates, L.P. with respect to a $8 to $12 million subordinated note financing shall be in full force and effect.

Subsequent Financing. The Exercise Price per share may be adjusted, in Holder’s sole discretion, to equal 75% multiplied by the price per share in the next equity raise consummated by the Company.

Subsequent Financing. If the Settlement occurs, the Company agrees to use its commercially reasonable efforts to raise at least $5.0 million of additional capital through the sale of equity or equity linked securities as soon as practicable following the Settlement Date and in any event on or before December 31, 2016.

Subsequent Financing. Subsequent financing shall be consistent with the Proposal, and in the best interests of the Authority.

Subsequent Financing. The Company shall not have consummated a financing of its debt or equity securities.