Subsequent Investment. The Company and the Buyers agree that, upon the filing by the Company of the Registration Statement to be filed pursuant to the Registration Rights Agreement (the "Filing Date"), the Buyers shall purchase additional Notes (the "Filing Notes") in the aggregate principal amount of One Million Dollars ($1,000,000) and additional warrants (the "Filing Warrants") to purchase an aggregate of 1,666,667 shares of Common Stock, for an aggregate purchase price of One Million Dollars ($1,000,000), with the closing of such purchase to occur within two (2) days of the Filing Date; provided, however, that the obligation of each Buyer to purchase the Filing Notes and the Filing Warrants is subject to the satisfaction, at or before the closing of such purchase and sale, of the conditions set forth in Section 7. The Company and the Buyers further agree that, upon the declaration of effectiveness of the Registration Statement to be filed pursuant to the Registration Rights Agreement (the "Effective Date"), the Buyers shall purchase additional notes (the "Effectiveness Notes" and, collectively with the Filing Notes, the "Additional Notes") in the aggregate principal amount of One Million Dollars ($1,000,000) and additional warrants (the "Effectiveness Warrants" and, collectively with the Filing Warrants, the "Additional Warrants") to purchase an aggregate of 1,666,667 shares of Common Stock, for an aggregate purchase price of One Million Dollars ($1,000,000), with the closing of such purchase to occur within two (2) days of the Effective Date; provided, however, that the obligation of each Buyer to purchase the Additional Notes and the Additional Warrants is subject to the satisfaction, at or before the closing of such purchase and sale, of the conditions set forth in Section 7; and, provided, further, that there shall not have been a Material Adverse Effect as of such effective date. The terms of the Additional Notes and the Additional Warrants shall be identical to the terms of the Notes and Warrants, as the case may be, to be issued on the Closing Date. The Common Stock underlying the Additional Notes and the Additional Warrants shall be Registrable Securities (as defined in the Registration Rights Agreement) and shall be included in the Registration Statement to be filed pursuant to the Registration Rights Agreement.
Subsequent Investment. The Buyer will initially purchase notes in the aggregate principal amount of Six Hundred Thousand ($600,000) with the closing to occur upon execution of this Agreement. The Company and the Buyers agree that, upon the declaration of effectiveness of the Registration Statement to be filed pursuant to the Registration Rights Agreement (the “Effective Date”), the Buyers shall purchase additional notes (the “Additional Notes”) in the aggregate principal amount of Four Hundred Thousand Dollars ($400,000), for an aggregate purchase price of Four Hundred Thousand Dollars ($400,000), with the closing of such purchase to occur within five (5) days of the Effective Date; provided, however, that the obligation of each Buyer to purchase the Additional Notes is subject to the satisfaction, at or before the closing of such purchase and sale, of the conditions set forth in Section 7; and, provided, further, that there shall not have been a Material Adverse Effect as of such effective date. The terms of the Additional Notes shall be identical to the terms of the Notes to be issued on the Closing Date. The Common Stock underlying the Additional Notes shall be Registrable Securities (as defined in the Registration Rights Agreement) and shall be included in the Registration Statement to be filed pursuant to the Registration Rights Agreement.
Subsequent Investment. The Company and the Buyers agree that, upon the declaration of effectiveness of the Registration Statement to be filed pursuant to the Registration Rights Agreement (the "EFFECTIVE DATE"), provided that the average of the lowest three (3) Trading Prices (as defined in the Debentures) during the twenty (20) Trading Days (as defined in the Debentures) immediately prior to such effective date is not less than $.20, the Buyers shall purchase additional debentures ("ADDITIONAL DEBENTURES") in the aggregate principal amount of Six Hundred and Fifty Thousand Dollars ($650,000) for an aggregate purchase price of Six Hundred and Fifty Thousand Dollars ($650,000), with the closing of such purchase to occur within thirty (30) days of the Effective Date. No additional warrants will be issued by the Company at the time of the subsequent investment contemplated hereby. The terms of the Additional Debentures shall be identical to the terms of the Debentures to be issued on the Closing Date. The Common Stock underlying the Additional Debentures shall be Registrable Securities (as defined in the Registration Rights Agreement) and shall be included in the Registration Statement to be filed pursuant to the Registration Rights Agreement.
Subsequent Investment. At the Subsequent Closing, the Purchaser shall cause the Purchaser Subsidiary to purchase from the Company, and the Company shall issue and sell to the Purchaser Subsidiary (the “Subsequent Investment”), the number of fully-paid and non-assessable shares of Common Stock representing, inclusive of the Securities issued to the Purchaser Subsidiary in the Initial Investment, 19.9% of the issued and outstanding shares of Common Stock as of the Subsequent Closing, giving effect to the Securities issued pursuant to the Subsequent Investment. The Purchaser may elect to cause the Purchaser Subsidiary to purchase a lesser number of shares of Common Stock at the Subsequent Closing by providing written notice to the Company at least five Business Days prior to the Subsequent Closing; provided that in no event shall the Purchaser Subsidiary purchase less than an amount, inclusive of the Securities issued to the Purchaser Subsidiary in the Initial Investment, equal to 15.0% of the issued and outstanding shares of Common Stock at the Subsequent Closing, after giving effect to the Securities issued in the Subsequent Investment.
Subsequent Investment. Each of the parties hereto acknowledges and agrees that the Purchase shall be in partial satisfaction of the Investors’ obligations pursuant to Section 4.5 of the 2010 Purchase Agreement, and the aggregate purchase price hereunder of $7,500,001.52 shall count toward to the amount specified in Section 4.5 of the 2010 Purchase Agreement.
Subsequent Investment. The Company and the Buyers agree that, upon the declaration of effectiveness of the Registration Statement to be filed pursuant to the Registration Rights Agreement (the "EFFECTIVE DATE"), the Buyers shall purchase additional
Subsequent Investment. The Company and the Buyers agree that, upon the filing by the Company of the Registration Statement to be filed pursuant to the Registration Rights Agreement (the “Filing Date”), the Buyers shall purchase additional Notes (the “Additional Notes”) in the aggregate principal amount of Four Hundred Thousand Dollars ($400,000) for an aggregate purchase price of Four Hundred Thousand Dollars ($400,000), with the closing of such purchase to occur on the Filing Date; provided, however, that the obligation of each Buyer to purchase the Additional Notes is subject to the satisfaction, at or before the closing of such purchase and sale, of the conditions set forth in Section 7. The terms of the Additional Notes shall be identical to the terms of the Notes to be issued on the Closing Date. The Common Stock underlying the Additional Notes shall be Registrable Securities (as defined in the Registration Rights Agreement) and shall be included in the Registration Statement to be filed pursuant to the Registration Rights Agreement.
Subsequent Investment. Subject to Section 2.01(b)(i), on the terms of this Agreement and the Statement With Respect to Shares and subject to the satisfaction (or, to the extent permitted by applicable Law, waiver by the party entitled to the benefit thereof) of the conditions set forth in Article VI, at the Subsequent Closing (as defined below) the holders of the Series B-1 Preferred Stock shall purchase and acquire from the Company an aggregate number of 75,000 shares of Series B-2 Preferred Stock (such shares, the “Series B-2 Preferred Shares”), and the Company shall issue, sell and deliver to such holders of the Series B-1 Preferred Stock, the shares of Series B-2 Preferred Stock for a purchase price per share equal to the Per Share Price for an aggregate purchase price of $750,000,000.00 (the “Subsequent Investment Purchase Price”) (such transactions, the “Subsequent Investment”).
Subsequent Investment. Subject to the truth and accuracy of the --------------------- representations and warranties set forth herein and if there are no Events of Default (as defined in the Notes), the Purchasers hereby agree that they will invest in the Company as set forth below upon the earliest to occur of a Third Party Financing (as defined below), an IPO (as defined below), a CO Request (as defined below) or December 31, 1999.
Subsequent Investment. Cybernet may, in it's sole discretion, at any time contribute up to an additional Euro 8.0 million to the Joint Venture by way of a senior loan to the Joint Venture, or by any other means reasonably acceptable to the Joint Venturers, and upon such Contribution, Cybernet's interest in the Joint Venture will be increased,pro rata, to up to an 80% interest in the Joint Venture.
