Waiver of Company Lock-Up and VRT Prohibition Sample Clauses

Waiver of Company Lock-Up and VRT Prohibition. The Purchaser hereby irrevocably waives the limitations and prohibitions in the Company Lock-Up Provision and the VRT Prohibition Provision and in any other provision in the Purchase Agreement solely with respect to the Company entering into the Sixth Amendment and effecting and consummating any of the transactions contemplated thereby, including, without limitation, (i) the issuance of the Initial Demand Note (as such term is defined in the Sixth Amendment) thereunder, (ii) the issuance of any other Demand Note thereunder, (iii) the issuance of any Demand Warrant (as such term is defined in the Sixth Amendment), (iv) the issuance of each New Keep Well Warrant (as such term is defined in the Sixth Amendment) thereunder, (v) any adjustment to the exercise price of any Demand Warrant or any New Keep Well Warrant as described therein (other than any adjustment to the exercise price pursuant to any Company voluntary adjustment provision under Section 3(b)(xi) thereof), (vi) the amendment of the Surviving Note (as such term is defined in the Sixth Amendment) as described therein, and (vii) the issuance of shares of Common Stock upon conversion or exercise, as applicable, of the foregoing securities (collectively, the “Sixth Amendment Transactions”). For the avoidance of doubt, except as set forth in this Section 1, the limitations and prohibitions in the Company Lock-Up Provision and the VRT Prohibition Provision shall continue in full force and effect with respect to any other transactions in the future.
Sample 1
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Related to Waiver of Company Lock-Up and VRT Prohibition

  • Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of New York.

  • Severability Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

  • Definitions For purposes of this Agreement:

  • IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first above written.

  • Confidentiality (a) Subject to Section 7.15(c), during the Term and for a period of three

  • Entire Agreement This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter contained in this Agreement and supersedes all prior agreements, understandings and negotiations between the parties.

  • Successors and Assigns Subject to applicable securities laws, this Warrant and the rights and obligations evidenced hereby shall inure to the benefit of and be binding upon the successors and permitted assigns of the Company and the successors and permitted assigns of Holder. The provisions of this Warrant are intended to be for the benefit of any Holder from time to time of this Warrant and shall be enforceable by the Holder or holder of Warrant Shares.

  • Termination This Agreement may be terminated at any time prior to the Closing:

  • NOW, THEREFORE the parties hereto agree as follows:

  • Indemnification In the event any Registrable Securities are included in a Registration Statement under this Agreement:

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