Prior Purchase Agreements Sample Clauses

Prior Purchase Agreements. (a) Each party hereby agrees that the September 2021 Purchase Agreement is hereby amended to delete in its entirety Section 6(b)(ii) thereof and Section 6(j) thereof shall be amended and restated as set forth in Section 19(b) below, and that the February 2022 Purchase Agreement is hereby amended to delete in its entirety Section 6(a) thereof. Each party further agrees to waive and release the other party from any and all known and unknown claims that such party may have against the other party relating to any rights granted to such party under Section 6(b)(ii) and under Section 6(j) of the September 2021 Purchase Agreement and under Section 6(a) of the February 2022 Purchase Agreement. Except as set forth this Section 19, the other terms and conditions of the September 2021 Purchase Agreement and the February 2022 Purchase Agreement shall remain in full force and effect.
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Prior Purchase Agreements. The term “Prior Purchase Agreements” shall mean, collectively, (i) the Securities Purchase Agreement among the Company and the holders of the Series A Preferred Stock dated as of November 18, 1998, as amended from time to time thereafter, including pursuant to Article XXII hereof; (ii) the Securities Purchase Agreement among the Company and the holders of the Series A-1 Preferred Stock dated as of December 13, 1999, as amended from time to time thereafter, including pursuant to Article XXII hereof; and (iii) the Securities Purchase Agreement among the Company and the holders of the Series B Preferred Stock dated as of March 31, 2000, as amended from time to time thereafter, including pursuant to Article XXII hereof.
Prior Purchase Agreements. The Amendment to Series A Preferred Stock Purchase Agreement (the "Series A Amendment") dated as of December 21, 1995 by and between the Company and Toshiba Corporation (which superseded the provisions of Section 8 of the Series A Preferred Stock Agreement (the "Series A Agreement") executed as of February 1, 1995 by and between the Company and Toshiba Corporation) and Section 8 of the Series B Preferred Stock Purchase Agreement (the "Series B Agreement") dated as of December 21, 1995 among the Company and the persons and entities listed on the Schedule of Purchasers attached thereto as Exhibit A are hereby deemed null and void and are hereby replaced in their entirety by Section 4 of this Agreement. Except as expressly amended and modified hereby, the Series A Agreement and the Series B Agreement shall each continue in full force and effect in accordance with its terms. By execution of this Agreement, each Prior Investor hereby (a) consents to the issuance of the Series C Preferred Stock as contemplated by the Agreement and the Amended and Restated Articles of Incorporation, (b) waives its rights of first refusal pursuant to Section 8 of the Series B Agreement with respect to the Company's offer and sale of Series C Preferred Stock under the Series C Agreement, except to the extent of its purchase of Series C Preferred Stock that it has acquired prior to the date of this Agreement under the Series C Agreement, and (c) consents to the termination of the Series A Amendment and the amendment of the Series A Agreement and/or the Series B Agreement, as applicable, as contemplated herein.
Prior Purchase Agreements. (a) By their respective execution of this Agreement, the Company and the Prior Investors (including those Prior Investors who are signing as Investors hereunder), constituting the requisite parties in interest, agree as follows:
Prior Purchase Agreements. The term “Prior Purchase Agreements” shall mean, collectively, (i) the Securities Purchase Agreement among the Company and the holders of the Series B Preferred Stock dated as of March 31, 2000; and (ii) the Securities Purchase Agreement among the Company and the holders of the Series D Preferred Stock, dated as of September 20, 2001, as amended from time to time thereafter, including pursuant to Article XXII hereof.

Related to Prior Purchase Agreements

  • Purchase Agreements The Sponsor has executed and delivered a Private Placement Warrants Purchase Agreement, the form of which is annexed as an exhibit to the Registration Statement (the “Sponsor Purchase Agreement”), pursuant to which the Sponsor will, among other things, on the Closing Date, consummate the purchase of and deliver the purchase price for the Placement Warrants allocated to the Sponsor described in Section 1.4.2. The Representative has executed and delivered a Private Placement Warrants Purchase Agreement, the form of which is annexed as an exhibit to the Registration Statement (the “Representative Purchase Agreement”, together with the Sponsor Purchase Agreement, the “Purchase Agreements”), pursuant to which the Representative will, among other things, on the Closing Date, consummate the purchase of and deliver the purchase price for the Placement Warrants allocated to the Representative described in Section 1.4.2. Pursuant to the Purchase Agreements, (i) the Sponsor and the Representative have waived any and all rights and claims it may have to any proceeds, and any interest thereon, held in the Trust Account in respect of the Placement Warrants, and (ii) certain proceeds from the sale of the Placement Warrants will be deposited by the Company in the Trust Account in accordance with the terms of the Trust Agreement on the Closing Date as provided for in the Purchase Agreements.

  • Repurchase Agreements With respect to all agreements pursuant to which the Company or any of its Subsidiaries has purchased securities subject to an agreement to resell, if any, the Company or any of its Subsidiaries, as the case may be, has a valid, perfected first lien or security interest in the government securities or other collateral securing the repurchase agreement, and, as of the date hereof, the value of such collateral equals or exceeds the amount of the debt secured thereby.

  • Share Purchase Agreement 33- --------------------------------------------------------------------------------

  • Founder’s Purchase Agreement The Founder’s Purchase Agreement has been duly authorized, executed and delivered by the Company and the Sponsor, and is a valid and binding agreement of the Company and the Sponsor, enforceable against the Company and the Sponsor in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

  • Stock Purchase Agreement (a) Purchaser understands and agrees that the conversion of the Note into equity securities of the Company may require such Purchaser’s execution of certain agreements (in form reasonably agreeable to a majority in interest of the Purchasers) relating to the purchase and sale of such securities as well as registration, information and voting rights, if any, relating to such equity securities.

  • The Purchase Agreement This Agreement has been duly authorized, executed and delivered by the Company and the Guarantors.

  • Purchase Agreement See the introductory paragraphs hereof.

  • Note Purchase Agreement The conditions precedent to the obligations of the Applicable Pass Through Trustees and the other requirements relating to the Aircraft and the Equipment Notes set forth in the Note Purchase Agreement shall have been satisfied.

  • REVERSE REPURCHASE AGREEMENTS 1. Promptly after the Fund enters a Reverse Repurchase Agreement with respect to Securities and money held by the Custodian hereunder, the Fund shall deliver to the Custodian a Certificate, or in the event such Reverse Repurchase Agreement is a Money Market Security, a Certificate, Oral Instructions, or Written Instructions specifying: (a) the Series for which the Reverse Repurchase Agreement is entered; (b) the total amount payable to the Fund in connection with such Reverse Repurchase Agreement and specifically allocated to such Series; (c) the broker, dealer, or financial institution with whom the Reverse Repurchase Agreement is entered; (d) the amount and kind of Securities to be delivered by the Fund to such broker, dealer, or financial institution; (e) the date of such Reverse Repurchase Agreement; and (f) the amount of cash and/or the amount and kind of Securities, if any, specifically allocated to such Series to be deposited in a Senior Security Account for such Series in connection with such Reverse Repurchase Agreement. The Custodian shall, upon receipt of the total amount payable to the Fund specified in the Certificate, Oral Instructions, or Written Instructions make the delivery to the broker, dealer, or financial institution and the deposits, if any, to the Senior Security Account, specified in such Certificate, Oral Instructions, or Written Instructions.

  • Repurchase Agreement Upon the receipt of payment in connection with any repurchase agreement related to such securities entered into by the Fund; 3)

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