Milestone Shares. (a) On the Milestone Shares Completion Date, Cortendo must pay to ATL (in cleared funds) the Milestone Shares Subscription Price.
Milestone Shares. (i) For each of the fiscal years 2007, 2008 and 2009 for which the Revenues (as defined in Section 1.5(b)(iii)) of the Surviving Corporation equal or exceed 80% of the “Revenue Target” set forth below for such year, Parent shall issue that percentage of the shares of Parent Common Stock set forth in Section 1.5(b)(ii) as “Target Shares” for such year determined as follows: Revenues as % of Revenue Target Percentage of Target Shares (A) Less than 80% 0 % (B) 80% to 100% 50% plus 50% multiplied by a fraction the numerator of which is the difference between actual Revenues as a percentage of the Revenue Target less 80% and the denominator of which is 20%. By way of illustration, if actual Revenues are 87.5%, the percentage of Target Shares to be issued would be 50% plus 50% (87.5%-80%)/20% = 50% plus 18.75% =68.75%.
Milestone Shares. 3.1 Within ten Business Days after the later of (a) the occurrence of the First Milestone Event, and (b) the receipt of TSX-V approval for the issuance of the First Milestone Shares, Vizsla shall issue the First Milestone Shares to Mirko. Vizsla shall use commercially reasonable efforts to achieve the First Milestone Event within two years of the Closing Date.
Milestone Shares. At the election of Investor (such election to be made within thirty (30) days from the receipt by Investor of notice that a Milestone Event has occurred), each Regulatory Milestone and Commercial Milestone shall be paid in shares of Common Stock. Notwithstanding the foregoing, the Company shall not be obliged to issue Milestone Shares to Investor at the occurrence of a Milestone Event if either:
Milestone Shares. The Parties agree that the Milestone Shares shall be held by Buyer, in escrow, following the Closing Date, and shall be issued and released to the Aussie Soles Equity Owner in three tranches of two million (2,000,000) shares of K-9 Common Stock each upon satisfaction of three milestones (each, a “Milestone”) as set forth on Schedule 7.2 annexed hereto. In the event that the Milestones are not reached then the Parties agree that such Milestone Shares shall be forfeited by Aussie Soles and the Aussie Soles Equity Owner.
Milestone Shares. At the Milestone Closing, the Company hereby agrees to issue and sell to the Purchaser, and the Purchaser agrees to purchase from the Company, the Milestone Shares at a price per share equal to the Milestone Share Price; provided, however, that if (i) the sum of the Milestone Shares plus the Initial Shares would exceed the Milestone Share Cap or (ii) the Company is required to, but has not, obtained any stockholder approval required to comply with Nasdaq rules or a similar rule for any portion of the Milestone Shares to be sold on the Milestone Closing Date, then the number of Shares to be purchased under this Section 2.2(b) shall be adjusted (the “Adjusted Share Amount”). In the case that Section 2.2(b)(i) applies, the Adjusted Share Amount shall be the number of Shares that, when added to the Initial Shares, equals the Milestone Share Cap. In the case that Section 2.2(b)(ii) applies, the Adjusted Share Amount shall be the number of Shares that the Company may sell to the Purchaser without being required to obtain such stockholder approval. If the Purchaser is required to purchase an Adjusted Share Amount pursuant to this Section 2.2(b), then the
Milestone Shares. Fifteen days after the date on which the Purchaser gives notice to the Company of its decision to commence a Phase III clinical study of a PRODUCT for use in CHF, or otherwise becomes obligated to purchase equity in the Company in connection with such milestone, as defined and provided for in the BML Collaboration Agreement, or, if such date is not a Business Day, on the next Business Day (the "Milestone Date"), the Company shall become obligated to issue and sell to the Purchaser and the Purchaser shall become obligated to purchase from the Company, in each case subject to and in reliance upon the representations, warranties, terms and conditions of this Agreement, at an aggregate purchase price of two million five hundred thousand dollars ($2,500,000), such number of shares (rounded to the nearest whole share) of Common Stock (the "Milestone Shares") equal to 2,500,000 divided by the Current Per Share Market Price on the date which is two Business Days prior to the Milestone Date at a closing (the "Milestone Closing").
Milestone Shares. If, on the one year anniversary date of the this Agreement, the Company's annual rate of revenues has not reached $15 million, as determined by the revenues generated during the 3 months prior to such anniversary date and C is greater than B (as defined below, each Purchaser shall have the right to purchase, for a purchase price per share equal to the par value of the Common Stock, an additional number of shares equal to [A*(C-B)]/B where: A = number of Underlying Shares issuable upon exercise of unexercised Warrants held by such Purchaser on the date of exercise by such Purchaser hereunder; B = 115% of the average of the 30 Closing Prices immediately prior to such anniversary date (the "ANNIVERSARY MARKET PRICE"); and C = the then exercise price of the Warrants. Any Purchaser exercising its rights hereunder shall also be issued a warrant to purchase up to 25% of the shares of Common Stock issued pursuant to the preceding sentence with an exercise price equal to 115% of the Anniversary Market Price, which warrant shall otherwise be identical to that of the Warrants. The Purchasers must exercise their rights hereunder within 15 days of the anniversary date by written notice to the Company or such right shall be of no further force and effect. At the time of the issuance, the Company may require each investor to enter into customary subscription agreements, which agreements shall be reasonably acceptable to the Purchasers. The shares of Common Stock issuable hereunder shall not be subject to the terms of the Registration Statement, however, if at any time during the 12 months following the issuance hereunder, there is not an effective registration statement covering all of the shares of Common Stock issuable hereunder and the Company shall determine to prepare and file with the Commission a registration statement relating to an offering for its own account or the account of others under the Securities Act of any of its equity securities, other than on Form S-4 or Form S-8 (each as promulgated under the Securities Act) or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with the stock option or other employee benefit plans, then the Company shall send to each Purchaser a written notice of such determination and, if within fifteen days after the date of such notice, any such Purchaser shall so request in writing, the Company shall in...
Milestone Shares. Upon the occurrence, if any, of the 2023 Term B Milestone Event (as defined in the Loan Agreement) to the Company, this Warrant automatically shall become exercisable for an additional 105,764 shares of the Class, as such number may be adjusted from time to time in accordance with the provisions of this Warrant (the “Milestone Shares”), including, without limitation, adjustments in respect of events occurring prior to the date, if any, on which this Warrant becomes exercisable for such shares as if they constituted “Shares” hereunder for such purpose at all times from the Issue Date.
Milestone Shares. Sections 2.6(a)(vi), (viii) and (x) of the Agreement shall be amended to provide that all conditions precedent to the issuance of the Milestone Shares, totaling 15,000,000 shares in the aggregate, have been waived by the Company and that the Milestone Shares shall be, as of the date of this Amendment, eligible for issuance to the former shareholders of CanX.
