Examples of 2009 Purchase Agreement in a sentence
The undersigned Prior Investors who in the aggregate hold at least two-thirds of the outstanding Registrable Securities (as defined in the Prior Agreement) hereby waive on behalf of all Prior Investors any rights of participation or notice under Section 3 of this Agreement and the Prior Agreement with respect to the securities sold pursuant to the 2009 Purchase Agreement.
Capitalized terms used herein without definition shall have the meanings given to them in the June 2009 Purchase Agreement.
By its execution below, Lighthouse waives any right of participation or notice under Section 3 of this Agreement and Section 3 of the Prior Agreement with respect to securities sold under the 2009 Purchase Agreement.
It is without dispute in this case that the parties to the December 30, 2009, Purchase Agreement are nine individual doctors (“Sellers”) (all non-parties to this case), MVL (“Seller”) (a non-party to this case), and AVAMH (“Buyer”) (a non-party to this case).
Notwithstanding the foregoing, any purchaser of Series E Preferred Stock pursuant to the 2009 Purchase Agreement may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement and such purchaser shall be deemed a Holder and an Investor hereunder.
Defendant argues that the parties to this action agreed in a December 30, 2009, Purchase Agreement that venue for any dispute arising out of the agreement would be in St. Petersburg, Florida, which is in theMiddle District of Florida, and, further, that this action is due to be transferred to the Middle District of Florida on the basis of forum non conveniens.
Except as amended herein, the June 2008 Purchase Agreement, the June 2008 Notes, the April 2009 Purchase Agreement, the April 2009 Notes, the April 2009 Consent Agreement, the July 2009 Notes, the July 2009 Registration Rights Agreement, the September 2009 Notes and the September 2009 Registration Rights Agreement shall remain in full force and effect.
Except as provided in the Partnership Agreement, this Agreement and the June 2009 Purchase Agreement supersede all prior agreements and understandings between the parties with respect to such subject matter.
The calculation of “Excess Cash Flow” for the purposes of this Section 6(c) shall be performed consistent with the calculation of such term in the July 2009 Purchase Agreement, with such adjustments as required and as otherwise determined by the parties hereto mutually and in good faith.
Further, subject to the terms and conditions hereunder, to the extent required under the 2009 Purchase Agreement and 2009 Debentures, each Debenture Holder signatory hereto hereby consents to the issuance of the Shares.