Price Failure definition

Price Failure means, with respect to a particular date of determination, the VWAP of the Common Stock on any Trading Day during any Trading Day during the twenty (20) Trading Day period ending on the Trading Day immediately preceding such date of determination fails to exceed $1.00 (as adjusted for stock splits, stock dividends, stock combinations, recapitalizations or other similar transactions occurring after the Subscription Date). All such determinations to be appropriately adjusted for any stock splits, stock dividends, stock combinations, recapitalizations or other similar transactions during any such measuring period.
Price Failure means, with respect to a particular date of determination, that the quotient of (I) the sum of the VWAP of the Common Stock for each Trading Day in the thirty (30) consecutive Trading Day period ending and including the Trading Day immediately preceding such date of determination, divided by (II) thirty (30) is less than $1.00 (as adjusted for stock splits, stock dividends, stock combinations, recapitalizations or other similar transactions).
Price Failure means, with respect to each Trading Day of the applicable Equity Conditions Measuring Period, the VWAP of the Common Stock fails to be $0.50 (as adjusted for stock splits, stock dividends, stock combinations, recapitalizations or other similar transactions occurring after the Subscription Date) or more. All such determinations to be appropriately adjusted for any stock splits, stock dividends, stock combinations, recapitalizations or other similar transactions during any such measuring period.

Examples of Price Failure in a sentence

  • Human Rights Watch, Paying the Price: Failure to Deliver HIV Services in Louisiana Parish Jails 2 (Mar.

  • The quotation shall include, but is not limited to manufacturer, product code, current manufacturer’s published price, the percentage discount offered in this IFB or a better percentage discount, and the net discounted price as shown in the example below.Example: Quantity List Price Failure to provide the manufacturer’s published price list at the time of submittal of the bid by the bidder may be considered as non-responsive and non-responsible and may cause the rejection of the bid.

  • Whether or not a club is meeting the requirements of RMIT Sport can be determined by the Mid Year Review, by observation of RMIT Sport staff.

  • If the Company does not timely deliver a Company Installment Notice in accordance with this Section 8, then the Company shall be deemed to have delivered an irrevocable Company Installment Notice confirming a Company Conversion and shall be deemed to have certified that there is not then an Equity Conditions Failure, a Dollar Failure, a Volume Failure or a Price Failure, in each case, in connection with such Company Conversion.

  • In accordance with Section 8(e) of the Exchanged Note, the Holder hereby waives the Company’s existing Equity Conditions Failure (as defined in the Exchanged Note) as a result of a Price Failure (as defined in the Exchanged Note) solely with respect to [__]1% of the Company Conversion Amount due and payable by the Company on July 1, 2011 effective as of the Closing Date.

  • With respect to the Notes, the Buyer hereby waives the Volume Failure and the Price Failure on any and all Installment Conversions and delivery of shares for any Pre-Installment Conversion Shares pursuant to an Installment Notice until May 1, 2017.

  • Notwithstanding anything to the contrary contained in this Section 8, the provisions solely relating to a Price Failure in this Section 8 shall no longer apply from and after the time that the Conversion Price is less than $0.75 (as adjusted for stock splits, stock dividends, stock combinations or other similar transactions) and this Section 8 shall be applied as if the terms “Price Failure” and “Special Company Conversion Price” were stricken.

  • Notwithstanding anything to the contrary contained herein, in the event that neither the Company nor Buyer deliver a Price Failure Notice, then Buyer shall still have the same rights and remedies as provided in the Transaction Documents, including, without limitation, the rights set forth in this Section 4(aa).

  • In the event that a Nasdaq Price Failure occurs and the Company does not deliver a Price Failure Notice to Buyer, the Buyer may send a Price Failure Notice to the Company.

  • A tax position can result in a permanent reduction of income taxes payable, a deferral of income taxes otherwise currently payable to future years, or a change in the expected realizability of deferred tax assets.


More Definitions of Price Failure

Price Failure means, with respect to a particular date of determination, that the Interest Conversion Price (determined under clause (ii) of the definition thereof and not clause (i) of the definition thereof) is less than $1.00 (as adjusted for stock splits, stock dividends, stock combinations or other similar transactions).
Price Failure means, with respect to a particular date of determination, the VWAP of the Common Stock on any Trading Day during the fifteen (15) consecutive Trading Day period ending on the Trading Day immediately preceding such date of determination (such period, the “Price Failure Measuring Period”) fails to exceed $0.09 (as adjusted for stock splits, stock dividends, stock combinations, recapitalizations or other similar transactions).
Price Failure means, with respect to a particular date of determination, the quotient of (x) the sum of the VWAP of the Common Stock on each Trading Day during the five (5) Trading Day period ending on, and including, the Trading Day immediately preceding such date of determination, divided by (y) five (5), fails to exceed the Conversion Price then in effect. All such determinations to be appropriately adjusted for any stock splits, stock dividends, stock combinations, recapitalizations or other similar transactions during any such measuring period.
Price Failure means, with respect to a particular date of determination, that the Pre-Installment Period Conversion Price (determined under clause (ii) of the definition thereof and not clause (i) of the definition thereof) or the Company Conversion Price (determined under clause (ii) of the definition thereof and not clause (i) of the definition thereof) (as applicable) is less than 150% of the greater of (i) the Conversion Price then in effect and (ii) the quotient of (I) the sum of the VWAP of the Common Stock for each of the ten (10) consecutive Trading Day period ending and including the Trading Day immediately prior to the applicable date of determination, divided by (II) ten (10).
Price Failure means, with respect to a particular date of determination, the (i) the quotient of (x) the sum of the VWAP of the Ordinary Shares on each Trading Day during the twenty (20) Trading Day period ending on the Trading Day immediately preceding such date of determination, divided by (y) twenty (20) fails to exceed $[ ][5] (as adjusted for share splits, share dividends, share combinations, recapitalizations or other similar transactions occurring after the Subscription Date) or (ii) VWAP of the Ordinary Shares on any Trading Day during any Trading Day during the twenty (20) Trading Day period ending on the Trading Day immediately preceding such date of determination fails to exceed $[ ][6] (as adjusted for share splits, share dividends, share combinations, recapitalizations or other similar transactions occurring after the Subscription Date). All such determinations to be appropriately adjusted for any share splits, share dividends, share combinations, recapitalizations or other similar transactions during any such measuring period._______5 Insert 65% of closing price on the Principal Market as of the Trading Day ended immediately prior to the time of execution of the Securities Purchase Agreement._______6 Insert 65% of closing price on the Principal Market as of the Trading Day ended immediately prior to the time of execution of the Securities Purchase Agreement.
Price Failure means, with respect to a particular date of determination, the quotient of (i) the sum of the VWAP of the Common Stock on each of the five (5) consecutive Trading Days ending on the Trading Day immediately preceding such date of determination, divided by (ii) five (5) is less than the Floor Price.

Related to Price Failure

  • Volume Failure means, with respect to a particular date of determination, the aggregate daily dollar trading volume (as reported on Bloomberg) of the Common Stock on the Principal Market on any Trading Day during the twenty (20) Trading Day period ending on the Trading Day immediately preceding such date of determination (such period, the “Volume Failure Measuring Period”), is less than $2,000,000 (as adjusted for any stock splits, stock dividends, stock combinations, recapitalizations or other similar transactions occurring after the Subscription Date). All such determinations to be appropriately adjusted for any stock splits, stock dividends, stock combinations, recapitalizations or other similar transactions during such Volume Failure Measuring Period.

  • Service Failure means a failure by the Contractor to deliver any part of the Services in accordance with:- (a) any of the Minimum Performance Levels; and/or (b) any of the Minimum Service Levels.

  • MI Failure means when an MI report: contains any material errors or material omissions or a missing mandatory field; or is submitted using an incorrect MI reporting Template; or is not submitted by the reporting date(including where a Nil Return should have been filed); 

  • Transaction Failure means the earlier of (i) the failure to enter into a letter of intent, definitive agreement or agreement in principal with respect to a Business Combination on any day during the eighteen-month period immediately following the Effective Date, and (ii) the failure to consummate a Business Combination on any day during the twenty-four-month period immediately following the Effective Date.

  • GEP Failure means Seller’s failure to produce Delivered Energy in an amount equal to or greater than the Guaranteed Energy Production amount for the applicable Performance Measurement Period.

  • Supply Failure means [***].

  • Transaction Failure Date means the 18-month anniversary of the Effective Date (or the 24 month anniversary of the Effective Date, if a letter of intent, agreement in principle or definitive agreement has been executed within 18 months after the Effective Date and the Business Combination relating thereto has not yet been consummated within such 18-month period).

  • Daily Failure Amount means the product of (x) .005 multiplied by (y) the Closing Sale Price of the Common Stock on the applicable Share Delivery Date.

  • Resolution Failure As defined in Section 2.03(k)(iii).

  • Epidemic Failure means a series of repeating failures or defects resulting in at least a 0.5% failure rate for the same Product or Material during any twelve-month period.

  • Persistent Failure means any two (2) or more failures by the Supplier in any rolling period of twelve (12) months to comply with obligations in respect of the Contract Services under the Contract;

  • Consistent Failure means any of:

  • Listing Failure Event means that (i) the Notes are not admitted to trading on Nasdaq Stockholm (or another Regulated Market) within the Listing Period, or (ii) following a successful listing and subsequent de-listing of the Notes from the corporate bond list of Nasdaq Stockholm (or another Regulated Market) the Notes are not re-listed by the date falling sixty (60) calendar days from the date of the de-listing.

  • Listing Failure means the situation where the Bonds have not been listed on the corporate bond list of Nasdaq Stockholm (or any other Regulated Market) within sixty (60) calendar days after the Issue Date.

  • Technical Failure means a malfunction of Court hardware, software, and/or telecommunications facility which results in the inability of a registered user to submit a document electronically. It does not include the failure of a user's equipment.

  • Reporting Failure has the meaning set forth in Section 2.4.

  • Service Level Failure means a failure to meet the Service Level Performance Measure in respect of a Service Level Performance Criterion;

  • Equity Conditions Failure means, with respect to a particular date of determination, that on any day during the period commencing ten (10) Trading Days immediately prior to such date of determination, the Equity Conditions have not been satisfied (or waived in writing by the Holder).

  • Closing Market Price means the price at which the company’s security was last sold, on the applicable date,

  • Potential Failure to Pay means the failure by a Reference Entity to make, when and where due, any payments in an aggregate amount of not less than the Payment Requirement under one or more Obligations, without regard to any grace period or any conditions precedent to the commencement of any grace period applicable to such Obligations, in accordance with the terms of such Obligations at the time of such failure.

  • Settlement Price Date means the Valuation Date. "Valuation Date" means the Redemption Valuation Date.

  • Notice Event means any of the events enumerated in paragraph (b)(5)(i)(C) of the Rule and listed in Section 4(a) of this Disclosure Agreement.

  • VWAP Minimum Price Threshold means, with respect to any particular VWAP Purchase Notice, the Sale Price on the VWAP Purchase Date equal to the greater of (i) 80% of the Closing Sale Price on the Business Day immediately preceding the VWAP Purchase Date or (ii) such higher price as set forth by the Company in the VWAP Purchase Notice.

  • VWAP Purchase Price means the lesser of (i) the Closing Sale Price on the VWAP Purchase Date; or (ii) ninety-seven percent (97%) of volume weighted average price for the Common Stock traded on the Principal Market during normal trading hours on (A) the VWAP Purchase Date if the aggregate shares traded on the Principal Market on the VWAP Purchase Date have not exceeded the VWAP Purchase Share Volume Maximum and the Sale Price of Common Stock has not fallen below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction), or (B) the portion of the VWAP Purchase Date until such time as the sooner to occur of (1) the time at which the aggregate shares traded on the Principal Market has exceeded the VWAP Purchase Share Volume Maximum, or (2) the time at which the Sale Price of Common Stock falls below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Purchase Price Date means the date the Purchase Price is delivered by Lender to Borrower.