Subsequent Securities definition
Examples of Subsequent Securities in a sentence
Seller shall similarly have the right to deal in any way, at any time, with one or more of the foregoing parties without notice to any other party, and to grant any such party any extensions of time for payment of the Subsequent Securities Payment, or to grant any other indulgences or forbearances whatsoever, without notice to any other party and without in any way affecting the personal liability of any Party hereunder.
The Subsequent Securities may be issued from time to time and only in compliance with the provisions of Section 4.04 and the other provisions of this Indenture.
The full amount of the Subsequent Securities Payment (for clarity, as determined after giving effect to the deductions to the Subsequent Securities Payment expressly provided for in the definition of “First Subsequent Securities Payment”) shall be paid in accordance with the terms of Section 2.3(d) and Section 2.3(e) without any reduction for any reason including any claim of or reduction for set off (including any such claim arising out of a breach or alleged breach of this Agreement).
Except as applicable in connection with the deductions to the Subsequent Securities Payment expressly provided for in the definition of “First Subsequent Securities Payment”, neither the representations and warranties of Seller set forth in ARTICLE III, nor representations and warranties of the Company set forth in ARTICLE IV, shall operate as conditions to the payment of the Subsequent Securities Payment.
In each case, any Subsequent Securities not purchased by the Investors or other Person or Persons in accordance herewith may not be sold or otherwise disposed of by the Company until they are again offered to the Investors under the procedures specified herein.
No later than two (2) Business Days following the receipt of such notice, Purchaser shall provide the Company the number and type of Additional Subsequent Securities it will receive.
Without in any way limiting the generality of the foregoing, Buyer shall be obligated to pay Seller the Subsequent Securities Payment in accordance with the terms of Section 2.3 (d) and Section 2.3(e) notwithstanding any breach or alleged breach of this Agreement by Seller, the Company, Buyer or any other Person, except as applicable in connection with the deductions to the Subsequent Securities Payment expressly provided for in the definition of “First Subsequent Securities Payment”.
The US Company (or after an Exchange Event, the Canadian Company) will use the proceeds from the sale of the Subsequent Securities in the manner agreed to by such Company and the Purchasers as contemplated by clause (c) of Section 5.2.7. For the avoidance of doubt, the proceeds from the sale of Subsequent Securities in the Special Migration Closing shall not be subject to clause (c) of Section 5.2.7.
The aggregate purchase price for the Second Subsequently Purchased Securities to be purchased by each Buyer at the Second Subsequent Closing (the “Second Subsequent Securities Purchase Price”) shall be the amount set forth opposite such Buyer’s name in column (5) on the Schedule of Buyers (reduced, proportionately, if applicable, to the extent that the Buyers approved the Second Subsequent Closing in part pursuant to Section 1(a)(x)(B) hereof).
The Trustee shall authenticate and make available for delivery (i) Initial Securities for original issue in an aggregate principal amount of $100,000,000, (ii) Exchange Securities from time to time for issue only in exchange for a like principal amount of Initial Securities and (iii) Subsequent Securities, in each case, upon a written order of the Company signed by an Officer of the Company.