HOGC definition
Examples of HOGC in a sentence
All of the Pledged Securities are validly issued, fully paid and nonassessable, (i) UPDA is the legal and beneficial owner of the Pledged Securities issued by the Guarantors, and (ii) HOGC is the legal and beneficial owner of the Pledged Securities issued by the Guarantors in each case free and clear of any lien, security interest or other encumbrance except for the security interests created by this Agreement.
Each of UPDA and HOGC further covenants that it will take such further action as Petro Pro or ▇▇▇▇▇▇▇ may reasonably request, all to the extent required from time to time to enable Petro Pro and ▇▇▇▇▇▇▇ to sell such UPDA Common Stock and/or HOGC Common Stock without registration under the Securities Act within the limitation of the exemptions provided by Rule 144.
Any document executed by such agent on the Designated Bank's behalf in connection with this Agreement or other Loan Documents shall be binding on the Designated Bank.
In addition, as soon as practicable, but not more than 30 days after the HOGC Closing, the Company shall take any actions necessary to cause HOGC to enter into a registration rights agreement (the “HOGC Registration Rights Agreement”) providing for the filing of a registration statement (the “HOGC Registration”) covering the resale by the Lender of the HOGC Shares in the event of a foreclosure upon such HOGC Shares pursuant to the Transaction Documents.
Upon the request of Petro Pro or ▇▇▇▇▇▇▇, UPDA and HOGC shall deliver to Petro Pro and ▇▇▇▇▇▇▇ a written certification of a duly authorized officer as to whether it has complied with the preceding sentence.
The per share price of the UPDA Common Stock, as so adjusted, shall be referred to as the “UPDA Reference Price,” and the per share price of the HOGC Common Stock, as so adjusted, shall be referred to as the “HOGC Reference Price.” The number of shares of UPDA Common Stock and HOGC Common Stock is further subject to the make-whole provisions set forth in Section 2(c) and (d).
In no event shall the Company be responsible for any broker or similar commissions or, except to the extent provided for in the UPDA and HOGC Transaction Documents, any legal fees or other costs of the Holders.
However, the parties acknowledge that HOGC shall use its commercially reasonable best efforts to register the shares which may be acquired on exercise of the Options.
As long as Petro Pro or ▇▇▇▇▇▇▇ owns shares of UPDA Common Stock and/or HOGC Common Stock, each of UPDA and HOGC covenants to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by UPDA and/or HOGC after the date hereof pursuant to the Exchange Act.
The number of shares of UPDA Common Stock and the number of shares of HOGC Common Stock will be adjusted as of the date of closing to reflect a total payment of $800,000 in UPDA Common Stock and $400,000 in HOGC Common Stock based upon the average of the closing prices for each stock for the five days immediately preceding and the five days immediately subsequent to the date of closing.