VWAP Purchase Termination Time means, with respect to a VWAP Purchase made pursuant to Section 2.1, 4:00:00 p.m., New York City time, on the third (3rd) consecutive Trading Day immediately following the applicable VWAP Purchase Exercise Date, or such other time publicly announced by the Trading Market as the official close of trading on the Trading Market on such third (3rd) consecutive Trading Day immediately following the applicable VWAP Purchase Exercise Date.
VWAP Purchase Termination Time means, with respect to an VWAP Purchase made pursuant to Section 2.1, the earliest of (i) 2:00 p.m., New York City time, on the applicable VWAP Purchase Date, or such other time publicly announced by the Trading Market as the official close of trading on the Trading Market (or, if the Common Stock is then listed on an Eligible Market, by such Eligible Market as the official close of trading on such Eligible Market) on such applicable VWAP Purchase Date, (ii) such time, from and after the VWAP Purchase Commencement Time for such VWAP Purchase, that the total number (or volume) of shares of Common Stock traded on the Trading Market (or, if the Common Stock is then listed on an Eligible Market, on such Eligible Market) has exceeded the applicable VWAP Purchase Share Volume Maximum, and (iii) such time, from and after the VWAP Purchase Commencement Time for such VWAP Purchase, that the Sale Price has fallen below the applicable VWAP Purchase Minimum Price Threshold. EXHIBIT A TO THE COMMON STOCK PURCHASE AGREEMENT FORM OF VWAP PURCHASE NOTICE To: E-mail: Reference is made to the Common Stock Purchase Agreement dated as of August 2, 2022, (the “Purchase Agreement”) between MYOMO, INC., a Delaware corporation (the “Company”), and KEYSTONE CAPITAL PARTNERS, LLC, a Montana limited liability company. Capitalized terms used and not otherwise defined herein shall have the meanings given such terms in the Purchase Agreement. In accordance with and pursuant to Section 2.1 of the Purchase Agreement, the Company hereby issues this VWAP Purchase Notice to exercise a VWAP Purchase for the VWAP Purchase Share Amount indicated below. VWAP Purchase Share Amount (number of Shares): VWAP Purchase Exercise Date: VWAP Purchase Date: VWAP Purchase Share Delivery Date: VWAP Purchase Settlement Date: Dollar Amount of Common Stock Currently Available under the Aggregate Limit: Dated: MYOMO, INC. By: Name: Title: Address: Email: AGREED AND ACCEPTED: KEYSTONE CAPITAL PARTNERS, LLC By: Name: Title ANNEX A TO VWAP PURCHASE NOTICE
VWAP Purchase Termination Time means, with respect to a VWAP Purchase made pursuant to Section 3.1, 4:00 p.m., New York City time, on the applicable VWAP Purchase Date, or such earlier time publicly announced by the Principal Market as the official close of trading (regular way) on the Principal Market on such applicable VWAP Purchase Date; provided that if the VWAP Purchase Share Estimate is less than the VWAP Purchase Maximum Amount, as defined in clause (ii) of the definition thereof, the Investor shall adjust, in its good faith discretion, the VWAP Purchase Termination Time, which shall be when the VWAP Purchase Share Estimate is equal to the VWAP Purchase Maximum Amount. EXHIBIT A FORM OF REGISTRATION RIGHTS AGREEMENT EXHIBIT B CLOSING CERTIFICATE [•], 202[•] The undersigned, the [•] of Vertical Aerospace Ltd., a Cayman Islands exempted company with limited liability (the “Company”), delivers this certificate in connection with the Share Purchase Agreement, dated as of [•], 2022 (the “Agreement”), by and between the Company and Nomura Securities International, Inc., a New York corporation (the “Investor”), and hereby certifies on the date hereof that (capitalized terms used herein without definition have the meanings assigned to them in the Agreement):
More Definitions of VWAP Purchase Termination Time
VWAP Purchase Termination Time means, with respect to a VWAP Purchase made pursuant to Section 3.1, 4:00 p.m., New York City time, on the applicable VWAP Purchase Date, or such earlier time publicly announced by the Principal Market as the official close of trading (regular way) on the Principal Market on such applicable VWAP Purchase Date; provided that if the VWAP Purchase Share Estimate is less than the VWAP Purchase Maximum Amount, as defined in clause (ii) of the definition thereof, the Investor shall adjust, in its good faith discretion, the VWAP Purchase Termination Time, which shall be when the VWAP Purchase Share Estimate is equal to the VWAP Purchase Maximum Amount.
VWAP Purchase Termination Time means, with respect to a VWAP Purchase made pursuant to Section 3.2, the earliest of (i) 4:00 p.m., New York City time, on the applicable VWAP Purchase Date, or such other time publicly announced by the Trading Market (or, if the Common Stock is then listed on an Eligible Market, by such Eligible Market) as the official close of trading on the Trading Market on such applicable VWAP Purchase Date, (ii) such time, from and after the VWAP Purchase Commencement Time for such VWAP Purchase, that the total number (or volume) of shares of Common Stock traded on the Trading Market (or, if the Common Stock is then listed on an Eligible Market, on such Eligible Market) has exceeded the applicable VWAP Purchase Share Volume Maximum, and (iii) such time, from and after the VWAP Purchase Commencement Time for such VWAP Purchase, that the Sale Price has fallen below the applicable VWAP Purchase Minimum Price Threshold.
VWAP Purchase Termination Time means, with respect to a VWAP Purchase made pursuant to Section 3.1, 4:00 p.m., New York City time, on the applicable VWAP Purchase Date, or such earlier time publicly announced by the Principal Market as the official close of trading (regular way) on the Principal Market on such applicable VWAP Purchase Date.
VWAP Purchase Termination Time means, with respect to a VWAP Purchase made pursuant to Section 3.1, 4:00 p.m., New York City time, on the applicable VWAP Purchase Date, or such earlier time publicly announced by the Trading Market (or, if the Common Stock is then listed on an Eligible Market, by such Eligible Market) as the official close of trading (regular way) on the Trading Market on such applicable VWAP Purchase Date. EXHIBIT A TO THE COMMON STOCK PURCHASE AGREEMENT [TO BE FURNISHED SEPARATELY] EXHIBIT B TO THE COMMON STOCK PURCHASE AGREEMENT CERTIFICATE OF THE COMPANY CLOSING CERTIFICATE [●], 2021 The undersigned, the [●] of Ashford Hospitality Trust, Inc., a Maryland corporation (the “Company”), delivers this certificate in connection with the Common Stock Purchase Agreement, dated as of July [●], 2021 (the “Agreement”), by and between the Company, Ashford Hospitality Limited Partnership, a Delaware limited partnership (the “Operating Partnership”), and X. Xxxxx Principal Capital, LLC, a Delaware limited liability company (the “Investor”), and hereby certifies on the date hereof that (capitalized terms used herein without definition have the meanings assigned to them in the Agreement):
VWAP Purchase Termination Time means, with respect to a VWAP Purchase made pursuant to Section 3.1, 4:00 p.m., New York City time, on the applicable VWAP Purchase Date, or such earlier time publicly announced by the Trading Market (or, if the Common Stock is then listed on an Eligible Market, by such Eligible Market) as the official close of “regular” trading on the Trading Market (or such Eligible Market, as applicable) on such applicable VWAP Purchase Date. EXHIBIT A TO THE COMMON STOCK PURCHASE AGREEMENT [TO BE FURNISHED SEPARATELY] EXHIBIT B TO THE COMMON STOCK PURCHASE AGREEMENT CERTIFICATE OF THE COMPANY CLOSING CERTIFICATE [●], 2023 The undersigned, the [●] of PishPosh, Inc. (the “Company”), delivers this certificate in connection with the Common Stock Purchase Agreement, dated as of [ ], 2023 (the “Agreement”), by and between the Company and Alpha Capital Anstalt, an anstalt organized under the laws of Liechtenstein (the “Investor”), and hereby certifies on the date hereof that (capitalized terms used herein without definition have the meanings assigned to them in the Agreement):
VWAP Purchase Termination Time means, with respect to a VWAP Purchase made pursuant to Section 3.1, 4:00 p.m., New York City time, on the applicable VWAP Purchase Date, or such earlier time publicly announced by the Principal Market (or, if the Common Stock is then listed on a Principal Market, by such Principal Market) as the official close of trading (regular way) on the Principal Market on such applicable VWAP Purchase Date. EXHIBIT A FORM OF REGISTRATION RIGHTS AGREEMENT [TO BE FURNISHED SEPARATELY] EXHIBIT B CLOSING CERTIFICATE [●], 202[●] The undersigned, the [●] of Lionheart Acquisition Corporation II, a Delaware corporation (the “Company”), delivers this certificate in connection with the Company Common Stock Purchase Agreement, dated as of [●] (the “Agreement”), by and between the Company and , CF Principal Investments LLC, a Delaware limited liability company (the “Investor”), and hereby certifies on the date hereof that (capitalized terms used herein without definition have the meanings assigned to them in the Agreement):
VWAP Purchase Termination Time means, with respect to a VWAP Purchase made pursuant to Section 3.1, 4:00 p.m., New York City time, on the applicable VWAP Purchase Date, or such earlier time publicly announced by the Trading Market (or, if the Common Stock is then listed on an Eligible Market, by such Eligible Market) as the official close of trading (regular way) on the Trading Market on such applicable VWAP Purchase Date.