Repurchase Condition definition

Repurchase Condition has the meaning set forth in Section 4.6.
Repurchase Condition. A "Repurchase Condition" will be deemed to occur (1) at any time after January 1, 2005 upon a written request from Holders of at least 50% of the outstanding Warrants and Warrant Shares, and (2) upon any full repayment of the indebtedness under the Loan Documents, and (3) upon the occurrence of any Event of Default under and as defined in the Credit Agreement, and (4) upon the execution of any definitive agreement by Company or holders of Capital Stock to engage in an Equity Disposition or a Non-Surviving Transaction (or any amendment thereto), and (5) upon any attempt by any Holder to exercise the Warrants in accordance with the terms hereof at a time when Company is legally, regulatorily or otherwise not authorized or permitted to issue the corresponding Warrant Shares, provided, however, that Company shall be permitted a reasonable period of time (not to exceed 30 calendar days) to prepare any state blue sky filings, information statements, Nasdaq listing applications or other necessary securities documents to procure the necessary private placement exemptions from registration and Nasdaq approvals in connection with any such exercise without a "Repurchase Condition" being deemed to have occurred.
Repurchase Condition means, the occurrence of any of the following events or circumstances as determined by the Department in its sole, good faith discretion:

Examples of Repurchase Condition in a sentence

  • Each such Repurchase Offer (among other things) shall indicate the date of occurrence of the relevant Repurchase Condition and shall provide a calculation of the Current Market Price per Warrant Share (together with a copy of documentation supporting such calculation).

  • Within 30 calendar days following the occurrence of any Repurchase Condition, Company and each Borrower (jointly and severally) shall make a written offer (each, a "Repurchase Offer") to repurchase at the Repurchase Price up to all of the Warrant Shares and Warrants owned by each Holder.

  • Within 30 calendar days following the occurrence of any Repurchase Condition, the Company shall make a written offer (each, a "Repurchase Offer") to repurchase at the Repurchase Price (as defined below) any or all of the Warrant Shares and Warrants owned by each Holder at the election of each such Holder.

  • Within 30 calendar days following the occurrence of any Repurchase Condition, Company shall make a written offer (each, a "Repurchase Offer") to repurchase at the Repurchase Price up to all of the Warrant Shares and Warrants owned by each Holder.

  • If the Fundamental Change Repurchase Condition has not been satisfied prior to the Issuer’s delivery of the Fundamental Change Company Notice and is thereafter satisfied on or prior to the Fundamental Change Repurchase Date, the Issuer shall so notify Holders and publish a notice thereof on its website or through such other public medium as it may use at that time, within one Business Day of such Fundamental Change Repurchase Condition’s being satisfied.

  • The Sellers shall satisfy the Repurchase Conditions with respect to each repurchase hereunder on or prior to the Repurchase Date; provided that the failure to so satisfy any Repurchase Condition shall not relieve the Sellers of their joint and several obligations to pay the Repurchase Price on the applicable Repurchase Date with respect to any Transaction hereunder.

  • If the Fundamental Change Repurchase Condition has not been satisfied prior to the delivery of the Fundamental Change Company Notice and is thereafter satisfied prior to the Fundamental Change Repurchase Date, the Company shall so notify Holders and publish a notice thereof on its website or through such other public medium as the Company may use at that time, within one Business Day of the Fundamental Change Repurchase Condition being satisfied.

  • Within 30 calendar days following the occurrence of any Repurchase Condition, Company shall make a written offer (each, a "Repurchase Offer") to repurchase at the Repurchase Price up to all of the Warrant Shares and Warrants then Vested.

  • Each such Repurchase Offer (among other things) shall indicate the date of occurrence of the relevant Repurchase Condition and shall provide a calculation of the Target Valuation per Warrant Share (together with a copy of documentation supporting such calculation).

  • If the Optional Repurchase Condition is not satisfied, the Paying Agent shall promptly return to the respective Holders thereof any Physical Notes held by it and any instructions for book-entry transfer of the Notes in compliance with the procedures of the Depositary shall be deemed to have been canceled.


More Definitions of Repurchase Condition

Repurchase Condition. A "Repurchase Condition" will be deemed to occur (1) at any time on or after December 31, 2006 upon a written request from Holders of at least 50% of the outstanding Warrants and Warrant Shares, or (2) upon any full repayment of the indebtedness under the Loan Documents, or (3) upon the occurrence of any Event of Default under and as defined in the Amended Credit Agreement, or (4) upon the execution of any definitive agreement by the Company or holders of Capital Stock to engage in an Equity Disposition or a Non-Surviving Transaction (or any amendment thereto), or (5) upon any attempt by any Holder to exercise the Warrants in accordance with the terms hereof at a time when the Company is legally, regulatorily or otherwise not authorized or permitted to issue the corresponding Warrant Shares in compliance with applicable law, including without the consent, approval or authorization of any governmental or regulatory authority, provided, however, that the Company shall be permitted a reasonable period of time (not to exceed 30 calendar days) to prepare any state blue sky filings, information statements, Nasdaq listing applications, NASD listing applications for stocks listed on the OTC Bulletin Board or other necessary securities documents to procure the necessary private placement exemptions from registration and Nasdaq approvals (or other securities related approvals) in connection with any such exercise without a "Repurchase Condition" being deemed to have occurred.
Repurchase Condition. A "Repurchase Condition" will be deemed to occur (1) on February 28, 2002, and (2) on February 28, 2009, and (3) at any time after June 30, 2002, and prior to November 30, 2009 upon a written request from Holders of at least 50% of the outstanding Warrants and Warrant Shares, and (4) upon any full repayment of the indebtedness under the Loan Documents, and (5) upon the occurrence of any Event of Default under and as defined in the Credit Agreement.
Repurchase Condition. A "Repurchase Condition" will be deemed to occur (1) on March 1, 2002, which is approximately 120 calendar days prior to the Maturity Date under the Credit Agreement (unless an Initial Public Offering, Surviving Public Combination, Non-Surviving Combination or complete Disposition shall have been consummated after the effective date.hereof and prior thereto), and (2) upon the occurrence of any Event of Default under and as defined in the Credit Agreement.
Repurchase Condition shall have the meaning specified in Section 15.01(a).
Repurchase Condition means each of the following events:
Repurchase Condition has the meaning set forth in Section 7.1.