Subsequent Investments. The terms of this Agreement shall govern the initial investment and all subsequent investments by Participant in the Funds. All representations, warranties, agreements and acknowledgements of Participant are restated as of the date of each subsequent investment.
Subsequent Investments. The Company and the Buyers agree that, upon the filing by the Company of the Registration Statement to be filed pursuant to the Registration Rights Agreement (the "Filing Date"), the Buyers shall purchase additional debentures (the "Filing Debentures") in the aggregate principal amount of Six Hundred, Twenty Five Thousand Dollars ($625,000) and additional warrants (the "Filing Warrants") to purchase an aggregate of 1,875,000 shares of Common Stock, for an aggregate purchase price of Six Hundred, Twenty Five Thousand Dollars ($625,000), with the closing of such purchase to occur within fifteen (15) days of the Filing Date; provided, however, that the obligation of each Buyer to purchase the Filing Debentures and the Filing Warrants is subject to the satisfaction, at or before the closing of such purchase and sale, of the conditions set forth in Section 7. The Company and the Buyers further agree that, upon the declaration of effectiveness of the Registration Statement to be filed pursuant to the Registration Rights Agreement (the "Effective Date"), the Buyers shall purchase additional debentures (the "Effectiveness Debentures" and, collectively with the Filing Debentures, the "Additional Debentures") in the aggregate principal amount of Six Hundred, Twenty Five Thousand Dollars ($625,000) and additional warrants (the "Effectiveness Warrants" and, collectively with the Filing Warrants, the "Additional Warrants") to purchase an aggregate of 1,875,000 shares of Common Stock, for an aggregate purchase price of Six Hundred, Twenty Five Thousand Dollars ($625,000), with the closing of such purchase to occur within five (5) days of the Effective Date; provided, however, that the obligation of each Buyer to purchase the Effectiveness Debentures and the Effectiveness Warrants is subject to the satisfaction, at or before the closing of such purchase and sale, of the conditions set forth in Section 7; and, provided, further, that there shall not have been a Material Adverse Effect as of such effective date. The terms of the Additional Debentures and the Additional Warrants shall be identical to the terms of the Debentures and Warrants to be issued on the Closing Date. The Common Stock underlying the Additional Debentures and the Additional Warrants shall be Registrable Securities (as defined in the Registration Rights Agreement) and shall be included in the Registration Statement to be filed pursuant to the Registration Rights Agreement.
Subsequent Investments. In the event and on each occasion that the Company, Series 1 or Series 2 desires to accept a Material Subsequent Investment, the Company, Series 1 or Series 2, as the case may be, shall give written notice thereof to the Class B Holder Members not less than 30 days prior to accepting such Material Subsequent Investment, which notice shall state the proposed amount of such Material Subsequent Investment and shall describe, in reasonable detail, the purpose or purposes of, and other information concerning, such Material Subsequent Investment. Notwithstanding anything to the contrary herein, the obligations under the preceding sentence shall terminate and be of no further force or effect once a Wall-Off Election (as defined below) has been made. During such 30 day period, the Majority Class B Holder Members may elect (for the avoidance of doubt, such election by the Majority Class B
Subsequent Investments. (a) The Company may raise additional capital investment from third parties (the “Additional Investors”) and in connection therewith, may issue preferred stock to such Additional Investors (the “Subsequent Investment”); provided that, prior to the Subsequent Investment, the Company shall make an offer to Purchaser and the holders of any Preferred Shares acquired from the Purchaser (collectively, the “Holders” and individually, a “Holder” ) in accordance with the provisions of Sections 6(b) and 6(c) (the “Proposed Issuance Offer”) such that each Holder shall be entitled to purchase up to such number of newly issued securities based on their respective shareholding percentage in the Company calculated on a fully diluted basis by full payment in cash equal to the per share price to be paid by the Additional Investors and on the same terms and conditions to be offered by the Company to the Additional Investors.
Subsequent Investments. For all purposes of this Agreement, whenever an Investment is made in the same type of security of a Portfolio Company in which an Investment previously has been made, such subsequent Investment shall be treated as a separate Investment from the Investment previously made.
Subsequent Investments. Subject to Section 1(d) hereof, Company grants Xxxxxxxx independent rights (the ""Xxxxxxxx Rights") to require Company to sell to it, at any time and from time to time after the date that is six (6) months after the date hereof, regardless of whether any other Closing has occurred, in whole or in part, (A) up to an aggregate of two hundred eighty two thousand five hundred (282,500) shares of Company's Series A Cumulative Convertible Preferred Stock having the same terms, conditions, rights, preferences and privileges as the Initial Preferred Stock (such shares shall collectively be referred to as the ""Additional Preferred Shares" and together with the Initial Preferred Shares, the ""Preferred Shares"), at a price of one hundred dollars ($100.00) per share, for up to an aggregate purchase price of twenty eight million two hundred fifty thousand dollars ($28,250,000), payable, at the election of Xxxxxxxx, in cash or Venture Units or a combination thereof, for an aggregate of up to three million two hundred fifty thousand dollars ($3,250,000) of cash and twenty five million ($25,000,000) of Venture Units (any purchase of shares of Preferred Shares described above referred to as a ""Subsequent Investment"). The Venture Units shall be valued as specified in Section 1(e) hereof. Xxxxxxxx shall have the rights with respect to the Additional Preferred Shares specified in this Agreement and in the Certificate of Rights and Preferences. Company shall have the rights with respect to the Venture Units specified in the Venture Operating Agreement. To exercise any Xxxxxxxx Rights, Xxxxxxxx shall deliver one or more written notices substantially in the form attached hereto as Annex B (a ""Xxxxxxxx Notice") to Company from time to time commencing on the date that is six (6) months after the date hereof. Upon satisfaction or, if applicable, waiver of the relevant conditions set forth in Sections 14 and 15 hereof, the closing of each exercise of Xxxxxxxx Rights (each, a ""Subsequent Closing") shall take place on the date that is three (3) Business Days following and excluding the date of delivery of the Xxxxxxxx Notice or on such other date as Xxxxxxxx and Company shall mutually agree (such date and time being referred to herein as the ""Subsequent Closing Date," and together with the Initial Closing Date, each a ""Closing Date"). If any of the conditions set forth in Section 14 hereof are not satisfied or waived on or prior to 9:30 a.m. New York City time on the Subsequen...
Subsequent Investments. The terms of the Investment by each of Triarc, SCM and Roberts will also apply to any subsequent investments by Triarc, SCM xx Xxxxrts, as the case may be, in the Fund.
Subsequent Investments. Pursuant to and in accordance with SECTION 1B(ii) of the Investor Purchase Agreement, the Investors may provide additional equity financing to the Company from time to time after the Initial Closing (as defined in the Investor Purchase Agreement) by purchasing (i) Class B Preferred Units, (ii) Common Units or (iii) any combination of such Securities at such prices, amounts and in such proportions as the Investors or their Affiliates may determine. Purchaser acknowledges that the Investors may, at their option, provide such additional equity financing to the Company, in whole or in part, by purchasing Common Units at a per unit price, equal to the lower of Original Cost or Fair Market Value (as defined in the LLC Agreement). Any such investment made by the Investors shall be subject to rights of Purchaser under SECTION 5 ("Pre-Emptive Rights") of the Securityholders Agreement.
Subsequent Investments. The Company and the Buyers agree that, upon the declaration of effectiveness of the Registration Statement to be filed pursuant to the Registration Rights Agreement (the "EFFECTIVE DATE"), the Buyers shall purchase additional debentures ("ADDITIONAL DEBENTURES") in the aggregate principal amount of Two Hundred Fifty Thousand Dollars ($250,000) and additional warrants ("ADDITIONAL WARRANTS") to purchase an aggregate of 1,000,000 shares of Common Stock, for an aggregate purchase price of Two Hundred Fifty Thousand Dollars ($250,000), with the closing of such purchase to occur within ten (10) days of the Effective Date; PROVIDED, HOWEVER, that the obligation of each Buyer to purchase the Additional Debentures and the Additional Warrants is subject to the satisfaction, at or before the closing of such purchase and sale, of the conditions set forth in Section 7; and, PROVIDED, FURTHER, that there shall not have been a Material Adverse Effect as of the Effective Date. The terms of the Additional Debentures and the Additional Warrants shall be identical to the terms of the Debentures and Warrants to be issued on the Closing Date. The Common Stock underlying the Additional Debentures and the Additional Warrants shall be Registrable Securities (as defined in the Registration Rights Agreement) and shall be included in the Registration Statement to be filed pursuant to the Registration Rights Agreement.
Subsequent Investments. (i) Company grants Purchaser independent rights (the "Purchaser Rights") to require Company to sell to it, at any time and from time to time after the Initial Closing Date until the first anniversary of the Initial Closing Date (as adjusted in accordance herewith, the “Purchaser Rights Expiration Date”), in whole or in part but in no more than four (4) separate exercises, (A) additional shares of Common Stock, at a price per share equal to the greater of (i) the Average Market Price (as defined below) of the Common Stock calculated as of the date of the corresponding Purchaser Notice (as defined below) and (ii) $0.5787, for up to an aggregate purchase price of three million dollars ($3,000,000) (any such purchase of additional shares of Common a "Subsequent Investment"). To exercise any Purchaser Rights, Purchaser shall deliver one or more written notices substantially in the form attached hereto as Annex B (a "Purchaser Notice") to Company from time to time commencing on the date hereof.
