Share Payment Closing Date definition

Share Payment Closing Date means (i) for [***] Share Issuances, the [***] Trading Day following the occurrence of two full Trading Days following the receipt by the Investors of the Share Payment Notice, and (ii) for all other Share Issuances, a date specified in the Share Payment Notice that is, [***], the [***] Trading Day following the occurrence of [***] Trading Days following receipt by the Investors of the Share Payment Notice. For the avoidance of doubt, if a Share Payment Notice is received by the Investors prior to the commencement of trading on a Trading Day, that day shall count as a full Trading Day for purposes of computing the time periods above. [***] At or prior to each closing of a Share Issuance, (i) the Borrower shall cause its transfer agent to electronically transmit the number of shares deliverable in such Share Issuance pursuant to this Section 2.14 by crediting the account of the Investorsprime broker with DTC through its Deposit Withdrawal Agent Commission (DWAC) system, (ii) the Investors shall execute and deliver to the Borrower a written acknowledgement of receipt of such shares and a release of the amount of the Obligations satisfied by the Borrower pursuant to the Share Issuance and (iii) the Borrower shall file with the SEC and deliver to the Investors a prospectus supplement covering the shares issuable in such Share Issuance.
Share Payment Closing Date means the date on which a Milestone Payment as to which Parent has delivered a Share Payment Notice is distributed pursuant to Section 1.7(c).
Share Payment Closing Date means [**] following the receipt by the Lenders of the Share Payment Notice. For the avoidance of doubt, if a Share Payment Notice is received by the Lenders prior to 9:00 a.m. New York City time on a Trading Day, that day shall count as a full Trading Day for purposes of computing the time periods above. For example, [**]. At each closing of a Share Issuance, the Borrower shall cause its transfer agent to electronically transmit the number of shares deliverable in such Share Issuance pursuant to this Section 2.11 by crediting the account of the Lenders’ prime broker with DTC through its Deposit Withdrawal Agent Commission (DWAC) system. Notwithstanding anything herein to the contrary (including, without limitation, the second-to-last sentence of the first paragraph of subsection (b) above), in the event that the number of shares otherwise issuable on a Share Payment Closing Date would exceed the Maximum Issuance (as defined below) or would violate subsection (j) below, then the number of shares issuable on such Share Payment Date shall be automatically reduced to such number as would not exceed the Maximum Issuance and would comply with subsection (j) below. The amount of principal, interest and/or fees that are deemed satisfied shall be appropriately reduced to reflect the value (as determined in accordance with subsection (i) below) of the actual number of shares so issued. In the event of a reduction in the number of shares issued and amount satisfied on a Share Payment Closing Date in accordance with the immediately preceding two sentences, the Borrower shall file with the SEC a Current Report on Form 8-K by 5:00 p.m. on the Share Payment Closing Date disclosing such reduction.

Examples of Share Payment Closing Date in a sentence

  • Following any Share Payment Notice, the Borrower may not deliver a subsequent Share Payment Notice until the date following the earlier of (i) the Share Payment Closing Date following which the Share Issuance Amount specified in such immediately prior Share Payment Notice has been fully satisfied and (ii) the expiration of the applicable Issuance Period related to such prior Share Payment Notice.

  • Subject to such provisions, the Share Payment Notice shall be irrevocable and shall provide for a closing of the Share Issuance at or prior to 10:40 a.m. eastern time on the Share Payment Closing Date.

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  • Following any Share Payment Closing Date, the Borrower may not deliver a subsequent Share Payment Notice (a “Subsequent Share Payment Notice”) until the date following expiration of the Applicable Period following such prior Share Payment Closing Date; provided, however, that such restriction shall not apply [***].

  • The maximum number of shares which the Borrower shall be permitted to issue to the Lender in accordance with this Section 2.11 on any Share Payment Closing Date (the “Maximum Issuance”) shall be equal to a percentage of the total number of shares of Common Stock [***].

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  • The maximum number of shares which the Borrower shall be permitted to issue to the Lender in accordance with this Section 2.11 on any Share Payment Closing Date (the “Maximum Issuance”) shall be equal to [**].

  • Common Stock issued pursuant to this Section 2.11 shall be valued at [***] on the Share Payment Closing Date multiplied by the Applicable Percentage (reflected as a decimal).

  • In the event of a reduction in the number of shares issued and amount satisfied on a Share Payment Closing Date in accordance with the immediately preceding two sentences, the Borrower shall file with the SEC a Current Report on Form 8-K by 5:00 p.m. on the Share Payment Closing Date disclosing such reduction.

  • By no later than 5:30 p.m., New York City time, on each Share Payment Closing Date, Parent shall cause its transfer agent to electronically transmit the applicable Milestone Shares, by crediting the account of each Participating Preferred Securityholder’s broker (as specified by such Participating Preferred Securityholder no later than two Trading Days prior to the Share Payment Closing Date) with DTC through its Deposit Withdrawal Agent Commission (DWAC) system.

Related to Share Payment Closing Date

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Second Closing Date has the meaning set forth in Section 1.3.

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

  • Additional Closing Date shall have the meaning set forth in Section 2.3.2.

  • Original Closing Date means March 21, 2013.

  • IPO Closing Date means the closing date of the IPO.

  • Scheduled Closing Date Has the meaning specified in the NPA.

  • Option Closing Date shall have the meaning ascribed to such term in Section 2.2(c).

  • Delayed Closing Date means the date, set in accordance with section 3, on which the Vendor agrees to Close, in the event the Vendor cannot Close on the Firm Closing Date.

  • Anticipated Closing Date means the anticipated closing date of any proposed Qualified Sale Transaction, as determined in good faith by the Board of Directors on the Applicable Date.

  • Second Closing has the meaning set forth in Section 2.2.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Acquisition Closing Date means the “Closing Date” under and as defined in the Acquisition Agreement.

  • Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.

  • Tender Closing Date means the date and time set out in column (C) of Part 1 of the Schedule to the Tender Notice;

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Offer Closing Date has the meaning set forth in Section 1.01(f).