Common use of The Additional Closing Date Clause in Contracts

The Additional Closing Date. The date and time of the Additional --------------------------- Closing (the "Additional Closing Date") shall be 10:00 a.m. Central time, on the date which is 25 days after the first anniversary of the Initial Closing Date, subject to satisfaction (or waiver) of the conditions to the Additional Closing set forth in Sections 6(b) and 7(b) and the conditions contained in this Section 1(c) (or such later date as is mutually agreed to by the Company and the Buyers). At any time during the period beginning on and including the date which is one year after the Initial Closing Date and ending on and including the date which is 20 days after the first anniversary of the Initial Closing Date, but subject to the requirements of Sections 6(b) and 7(b) and the conditions contained in this Section 1(c); each Buyer may purchase, at such Buyer's option, Additional Preferred Shares by delivering written notice to the Company (a "Additional Share Notice") at least five Business Days (the "Additional Share Notice Date") prior to the Additional Closing Date. The Additional Share Notice shall set forth (i) the number of Additional Preferred Shares such Buyer will purchase (which number shall not exceed the sum of (a) the number of Preferred Shares held by such Buyer on the date which is one year after the Initial Closing Date and (b) the number of Preferred Shares converted by such Buyer before the date which is one year after the Initial Closing Date at a Conversion Price equal to the Fixed Conversion Price of such Preferred Shares as in effect on the date of conversion) along with the related Warrants and (ii) the aggregate Purchase Price for the Additional Preferred Shares. A Buyer shall only be allowed to deliver an Additional Share Notice on a day on which the Closing Bid Price (as defined in the Certificate of Designations) of the Common Stock is greater than the Fixed Conversion Price of the Initial Preferred Shares in effect on such date. The Additional Closing shall occur on the Additional Closing Date at the offices of Xxxxxx Xxxxxx & Xxxxx, 000 Xxxx Xxxxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxxx 00000-0000. (The Initial Closing Date and the Additional Closing Dates collectively are referred to in this Agreement as the "Closing Dates").

The Additional Closing Date. The date and time of each of the Additional --------------------------- Closing Closings (the "Additional Closing DateADDITIONAL CLOSING DATES") shall be 10:00 a.m. Central timeTime, on the date which is 25 days fifth business day after such Buyer's delivery to the first anniversary Company of the Initial Closing Datean Additional Share Notice (as defined below), subject to satisfaction (or waiver) of the conditions to the Additional Closing set forth in Sections 6(b6(c) and 7(b7(c) and the conditions contained set forth in this Section 1(c) paragraph (or such later date as is mutually agreed to by the Company and the Buyerssuch Buyer). At any time during During the period beginning on and including the date which is one year 300 days after the Initial Closing Date and ending on and including the date which is 20 days five years after the first anniversary of the Initial Closing DateDate (the "ADDITIONAL NOTICE PERIOD"), but subject to the requirements of Sections 6(b6(c) and 7(b7(c), HFTP Investment LLC, or its assignees, may purchase on no more than two (2) occasions and the conditions contained in this Section 1(c); each Buyer of Browx Xxxpxxx Xxxategy Growth Fund, Ltd. and Browx Xxxpxxx Xxxategy Growth Fund, L.P., or their respective assignees, may purchase, at such Buyer's option, purchase on no more than one (1) occasion Additional Preferred Shares by delivering written notice to the Company (a an "Additional Share NoticeADDITIONAL SHARE NOTICE") at least five Business Days (the "Additional Share Notice Date") prior to on any date during the Additional Closing DateNotice Period (an "ADDITIONAL SHARE NOTICE DATE"). The Each Additional Share Notice shall set forth (i) the number of Additional Preferred Shares such Buyer will purchase (which number shall not exceed the sum of (a) the number of Preferred Shares held to be purchased by such Buyer on the date which is one year after the Initial at such Additional Closing Date and (b) the number of Preferred Shares converted by such Buyer before the date which is one year after the Initial Closing Date at a Conversion Price equal to the Fixed Conversion Price of such Preferred Shares as in effect on the date of conversion) along with the related Warrants and (ii) the aggregate Purchase Price for the such Additional Preferred Shares. A Notwithstanding the foregoing, no Buyer shall only be allowed entitled to deliver an Additional Share Notice unless (x) on a day on which the Closing Bid date of the delivery of the Additional Share Notice the Market Price (as defined in the Certificate of Designations) of the Common Stock is greater than the Fixed Conversion Price of the Initial Preferred Shares in effect on the Additional Share Notice Date and (y) such dateBuyer has purchased Additional Preferred Shares at not more than one previous Additional Closing. The Each Additional Closing shall occur on the Additional Closing Date at the offices of Xxxxxx Kattxx Xxxxxx & XxxxxXavis, 000 525 Xxxx Xxxxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxxx 00000-0000. (The Initial Closing Date 0000 xx by transmission by facsimile and the Additional Closing Dates collectively are referred to in this Agreement as the "Closing Dates")overnight courier.

The Additional Closing Date. The date and time of the each --------------------------- Additional --------------------------- Closing (the an "Additional Closing Date") shall be 10:00 a.m. Central time, on the date which is 25 days after specified in the first anniversary of the Initial Closing DateAdditional Share Notice (as defined below), subject to satisfaction (or waiver) of the conditions to the each Additional Closing set forth in Sections 6(b) and 7(b) and the conditions contained in this Section 1(c) (or such later date as is mutually agreed to by the Company and the Buyerseach Buyer purchasing Preferred Shares at such Closing). At any time during the period beginning on and including the date which is one year after the Initial Closing Call Trigger Date and ending on and including the date which is 20 days two (2) years after the first anniversary of the Initial Closing Call Trigger Date, but subject to the requirements of Sections 6(b) and 7(b) and the conditions contained in this Section 1(c); each Buyer may purchase, at such Buyer's option, Additional Preferred Shares and the related Additional Warrants by delivering written notice to the Company (a "Additional Share Notice") at least five Business Days (the "Additional Share Notice Date") prior to the Additional Closing DateDate set forth in the Additional Share Notice. The Additional Share Notice shall set forth (i) the number of Additional Preferred Shares along with the related Additional Warrants such Buyer will purchase (at such Additional Closing which number shall not exceed the sum such Buyer's pro rata portion of 5,000 Additional Preferred Shares (a) based on the number of Initial Preferred Shares held by such each Buyer on purchased in relation to the date which is one year after the Initial Closing Date and (b) the total number of Initial Preferred Shares converted by such Buyer before the date which is one year after the Initial Closing Date at a Conversion Price equal to the Fixed Conversion Price of such Preferred Shares as in effect on the date of conversion) along with the related Warrants and issued), (ii) the aggregate Purchase Price for the Additional Preferred SharesShares and the related Additional Warrants to be purchased and (iii) the Additional Closing Date. A Buyer "Call Trigger Date" shall only be allowed mean the earlier of (I) the earlier of (A) the date the Company files its Form 10-Q for the three months ended June 30, 2000, if such Form 10-Q does not disclose that on or before August 1, 2000 the Company obtained a new credit facility with a bank providing immediately available funds of at least $5,000,000 on commercially reasonable terms (the "Credit Facility"), (B) August 14, 2000, if the Company fails to deliver an Additional Share Notice file its Form 10-Q for the three months ended June 30, 2000 on a day on which or before August 14, 2000, unless the Closing Bid Price Company has Publicly Disclosed (as defined below) prior to August 14, 2000 that on or before August 1, 2000 the Company obtained the Credit Facility, (II) any date subsequent to (y) the date the Company files its Form 10-Q for the three months ended June 30, 2000 or (z) August 14, 2000, if the Company fails to file such Form 10-Q on or before August 14, 2000, in the Certificate of Designations) of the Common Stock is greater than the Fixed Conversion Price of the Initial Preferred Shares in effect on such date. The Additional Closing shall occur on the Additional Closing Date at the offices of Xxxxxx Xxxxxx & Xxxxx, 000 Xxxx Xxxxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxxx 00000-0000. (The Initial Closing Date and the Additional Closing Dates collectively are referred to in this Agreement as the "Closing Dates").which the

The Additional Closing Date. The date and time of the Additional --------------------------- Closing (the "Additional Closing Date") shall be 10:00 a.m. Central timeTime, on the fifth business day following the date which is 25 days after the first anniversary of the Initial Closing Date, receipt by each Buyer of the Additional Share Notice (as defined below) following the date the Registration Statement (as defined in the Registration Rights Agreement) is declared effective by the SEC subject to satisfaction (or waiver) of the conditions to the Additional Closing set forth in Sections 6(b) and 7(b) and the conditions contained set forth in this Section 1(c) paragraph (or such later date as is mutually agreed to by the Company and the Buyers). At any time during the period beginning on and including the date which is one year after the Initial Closing Date and ending on and including the date which is 20 days after the first anniversary of the Initial Closing Date, but subject to the requirements of Sections 6(b) and 7(b) and the conditions contained in this Section 1(c); each Buyer may purchase, at such Buyer's option, Additional Preferred Shares by delivering The Company shall deliver written notice to (the Company (a "Additional Share Notice") at least five Business Days to each Buyer of the event described in the preceding sentence on the first business day (the "Additional Share Notice Date") prior following the occurrence of such event. Notwithstanding the foregoing, no Buyer shall be required to purchase the Additional Closing Date. The Preferred Shares unless each of the following conditions is satisfied: (i) such Buyer shall have received the Additional Share Notice shall set forth (i) on or before the number of Additional Preferred Shares such Buyer will purchase (which number shall not exceed the sum of (a) the number of Preferred Shares held by such Buyer on the date which is one year first business day after the Initial Closing Date and Effectiveness Deadline (b) as defined in the number of Preferred Shares converted by such Buyer before the date which is one year after the Initial Closing Date at a Conversion Price equal to the Fixed Conversion Price of such Preferred Shares as in effect on the date of conversion) along with the related Warrants and Registration Rights Agreement; (ii) the aggregate Purchase Price for Registration Statement shall have been declared effective and shall remain effective at all times during the Additional Preferred Shares. A Buyer shall only be allowed to deliver an period beginning on the Additional Share Notice Date and ending on a day on which and including the Additional Share Closing Date; (iii) the provisions of Section 4(j) of this Agreement Shall have been satisfied; (iv) the Closing Bid Price (as defined in the Certificate Articles of DesignationsAmendment) of the Common Stock is greater than $2.50 on the Fixed Conversion Price day immediately preceding the Additional Share Notice Date; (v) during the period beginning on the date of the Initial Preferred Shares in effect this Agreement and ending on such date. The Additional Closing shall occur on and including the Additional Closing Date at Date, there shall not have occurred (A) a public announcement of a Major Corporate Event (as defined in Section 2(f) of the offices Articles of Xxxxxx Xxxxxx & XxxxxAmendment) which has not been abandoned or terminated, 000 Xxxx Xxxxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxxx 00000-0000. (The Initial Closing Date and B) a Triggering Event (as defined in Section 3(d) of the Additional Closing Dates collectively are referred to in this Agreement as the "Closing Dates").Articles of Amendment) or (C) a Material Adverse

The Additional Closing Date. The date and time of each of the Additional --------------------------- Closing Closings (the "Additional Closing DateADDITIONAL CLOSING DATES") shall be 10:00 a.m. Central timeTime, on the date which is 25 days after the first anniversary of the Initial Closing Datespecified in a Buyer's Additional Share Notice (as defined below), subject to satisfaction (or waiver) of the conditions to the Additional Closing set forth in Sections 6(b) and 7(b) and the conditions contained set forth in this Section 1(c) paragraph (or such later date as is mutually agreed to by the Company and the Buyers). At any time during During the period beginning on and including the date which is one year after the Initial Closing Date January 1, 1998 and ending on and including the date which is 20 days after the first anniversary of the Initial Closing DateJanuary 1, 2002, but subject to the requirements of Sections 6(b) and 7(b) and the conditions contained in this Section 1(c); , each Buyer may purchase, at such Buyer's option, purchase Additional Preferred Shares by delivering written notice to the Company (a an "Additional Share NoticeADDITIONAL SHARE NOTICE") at least five Business Days seven days but not more than 20 days prior (the an "Additional Share Notice DateADDITIONAL SHARE NOTICE DATE") prior to the Additional Closing DateDate set forth in such Buyer's Additional Share Notice. The Each Additional Share Notice shall set forth (i) the number of Additional Preferred Shares such Buyer will purchase (which number shall not exceed the sum of (a) the number of Preferred Shares held by such Buyer on the date which is one year after the Initial Closing Date and (b) the number of Preferred Shares converted by such Buyer before the date which is one year after the Initial Closing Date at a Conversion Price equal to the Fixed Conversion Price of such Preferred Shares as in effect on the date of conversion) Shares, along with the related Warrants and Warrants, to be purchased by such Buyer at such Additional Closing, (ii) the aggregate Purchase Price for such Additional Preferred Shares and the related Warrant and (iii) the date selected by such Buyer for the Additional Preferred SharesClosing Date, which Additional Closing Date shall be not later than January 1, 2002. A Notwithstanding the foregoing, no Buyer shall only be allowed entitled to deliver an Additional Share Notice unless on a day on which the Closing Bid date of the delivery of the Additional Share Notice the Market Price (as defined in the Certificate of Designations) of the Common Stock is greater than the Fixed Conversion Price $7.50 per share (subject to adjustment as a result of the Initial Preferred Shares in effect on such dateany stock split, stock dividend, recapitalization, reverse stock split, consolidation, exchange or similar event). The Each Additional Closing shall occur on the Additional Closing Date at the offices of Xxxxxx Xxxxxx & Xxxxx, 000 Xxxx Xxxxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxxx 00000-0000. (The Initial Closing Date and the Additional Closing Dates collectively are referred to in this Agreement as the "Closing Dates").

The Additional Closing Date. The date and time of the Additional --------------------------- Closing (the "Additional Closing Date") shall be 10:00 a.m. Central timeTime, on the third Business Day following the date which is 25 days after the first anniversary of receipt by each Buyer of the Initial Additional Effectiveness Notice (as defined below) which Additional Closing DateDate shall be no more than 85 days following the Additional Note Notice Date (as defined below), subject to satisfaction (or waiver) of the conditions to the Additional Closing set forth in Sections 6(b) and 7(b) and the conditions contained set forth in this Section 1(c) and Section 1(d), (or such later date as is mutually agreed to by the Company and the BuyersBuyer). At any time during During the period beginning on and including the date which is one year 120 days after the Initial Closing Date and ending on and including the date which is 20 days after the first anniversary of the Initial Closing DateDate (the "Additional Notice Period"), but subject to the requirements of Sections 6(b) and 7(b) and satisfaction of the conditions contained Additional Notice Conditions and the Effectiveness Conditions (both as defined in this Section 1(c1(d) below); each Buyer , the Company, on only one occasion, may purchase, at such Buyer's option, require the Buyers to purchase Additional Preferred Shares Notes and the related Additional Warrants by delivering written notice to the Company (a "Additional Share Notice") at least five Business Days each Buyer (the "Additional Share Note Notice") on any date during the Additional Notice Period (the "Additional Note Notice Date") prior to the Additional Closing Date). The Company's Additional Share Note Notice shall set forth (i) the number aggregate principal amount of Additional Preferred Shares such Notes and related Additional Warrants the Company is requiring each Buyer will to purchase at the Additional Closing (which number shall not exceed the sum of (a) the number of Preferred Shares held by such Buyer pro rata based on the date which is one year after the Initial Closing Date and (b) the number of Preferred Shares converted by such Buyer before the date which is one year after the Initial Closing Date at a Conversion Price equal to the Fixed Conversion Price of such Preferred Shares as in effect on the date of conversion) along with the related Warrants and (ii) the aggregate Purchase Price for the Additional Preferred Shares. A Buyer shall only be allowed to deliver an Additional Share Notice on a day on which the Closing Bid Price (as defined in the Certificate of Designations) of the Common Stock is greater than the Fixed Conversion Price principal amount of the Initial Preferred Shares Notes each Buyer purchased in effect on such daterelation to the total aggregate principal amount of Initial Notes). The Company shall deliver written notice to each Buyer (the "Additional Effectiveness Notice") by facsimile and overnight delivery within one (1) Business Day of the satisfaction of the Effectiveness Conditions. The Additional Closing shall occur on the Additional Closing Date at the offices of Xxxxxx Xxxxxx & Xxxxx, 000 Xxxx Xxxxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxxx 00000-0000. (The Initial Closing Date and the Additional Closing Dates Date collectively are referred to in this Agreement as the "Closing Dates.").

The Additional Closing Date. The date and time of the Additional --------------------------- Closing (the "Additional Closing DateADDITIONAL CLOSING DATE") shall be 10:00 a.m. Central timeTime, on the fifth business day following the date which is 25 days after the first anniversary of the Initial Closing Datereceipt by each Buyer of the Additional Share Notice (as defined below) following the date the Registration Statement (as defined in the Registration Rights Agreement) is declared effective by the SEC, subject to satisfaction (or waiver) of the conditions to the Additional Closing set forth in Sections 6(b) and 7(b) and the conditions contained set forth in this Section 1(c) paragraph (or such later date as is mutually agreed to by the Company and the Buyers). At any time The Company shall deliver written notice (the "ADDITIONAL SHARE NOTICE") to each Buyer of the event described in the preceding sentence on the first business day (the "ADDITIONAL SHARE NOTICE DATE") following the occurrence of such event. Notwithstanding the foregoing, no Buyer shall be required to purchase the Additional Preferred Shares unless each of the following conditions is satisfied: (i) such Buyer shall have received the Additional Share Notice on or before the second business day after the Effectiveness Deadline (as defined in the Registration Rights Agreement); (ii) the Company shall take all action necessary to have on the Additional Closing Date, Conversion Shares which are (1) authorized and reserved for issuance, (2) available under rule 4460 of the Nasdaq National Market and (3) available for resale under the Registration Statement which shall have been declared effective, of no less than 200% of the sum of (A) the number of Conversion Shares issuable upon the conversion of all of the outstanding Initial Preferred Shares and the Additional Preferred Shares to be issued by the Company and (B) the number of Conversion Shares then held by Buyers; (iii) during the period beginning on and including the date which is one year after the Initial Closing Date of this Agreement and ending on and including the date which is 20 days after the first anniversary of the Initial Closing Date, but subject to the requirements of Sections 6(b) and 7(b) and the conditions contained in this Section 1(c); each Buyer may purchase, at such Buyer's option, Additional Preferred Shares by delivering written notice to the Company (a "Additional Share Notice") at least five Business Days (the "Additional Share Notice Date") prior to the Additional Closing Date. The Additional Share Notice shall set forth (i) the number of Additional Preferred Shares such Buyer will purchase (which number shall not exceed the sum of (a) the number of Preferred Shares held by such Buyer on the date which is one year after the Initial Closing Date and (b) the number of Preferred Shares converted by such Buyer before the date which is one year after the Initial Closing Date at a Conversion Price equal to the Fixed Conversion Price of such Preferred Shares as in effect on the date of conversion) along with the related Warrants and (ii) the aggregate Purchase Price for the Additional Preferred Shares. A Buyer shall only be allowed to deliver an Additional Share Notice on a day on which the Closing Bid Price (as defined in the Certificate of Designations) of the Common Stock is greater than the Fixed Conversion Price of the Initial Preferred Shares in effect on such date. The Additional Closing shall occur on the Additional Closing Date at the offices of Xxxxxx Xxxxxx & Xxxxx, 000 Xxxx Xxxxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxxx 00000-0000. (The Initial Closing Date and the Additional Closing Dates collectively are referred to in this Agreement as the "Closing Dates").Additional

The Additional Closing Date. The date and time of the Additional --------------------------- Closing (the "Additional Closing DateADDITIONAL CLOSING DATE") shall be 10:00 a.m. Central timeTime, on the date which is 25 days fifth business day after the first anniversary Buyers have received written notice from the Company that the Registration Statement (as defined in the Registration Rights Agreement) covering 200% of the Initial Conversion Shares issuable upon conversion of the Additional Preferred Shares and Additional Warrant Shares upon exercise of the Additional Warrant to be issued at such Additional Closing Date, has been declared effective by the SEC and subject to satisfaction (or waiver) of the conditions to the Additional Closing set forth in Sections 6(b6(c) and 7(b7(c) and the conditions contained set forth in this Section 1(c) paragraph (or such later other date as is mutually agreed to by the Company and the Buyers). At any time during the period beginning on and including the date which is one year after the Initial Closing Date and ending on and including the earlier of (i) the date which is 20 365 days after the first date that the Registration Statement covering the Conversion Shares issuable upon conversion of the Initial Preferred Shares has been declared effective by the SEC and (ii) the date which is on the second anniversary of the Initial Closing DateDate (the "ADDITIONAL NOTICE PERIOD"), but subject to the requirements of Sections 6(b6(c) and 7(b) and 7(c), the conditions contained in this Section 1(c); each Buyer Buyers may purchase, at such Buyer's option, purchase Additional Preferred Shares by delivering written notice to the Company (a the "Additional Share NoticeADDITIONAL SHARE NOTICE") at least five Business Days (the "Additional Share Notice Date") prior to on any date during the Additional Closing DateNotice Period (an "ADDITIONAL SHARE NOTICE DATE"). The Additional Share Notice shall set forth (i) the number of Additional Preferred Shares such to be purchased by each Buyer will purchase (which number shall not exceed at the sum of (a) the number of Preferred Shares held by such Buyer on the date which is one year after the Initial Additional Closing Date and (b) the number of Preferred Shares converted by such Buyer before the date which is one year after the Initial Closing Date at a Conversion Price equal to the Fixed Conversion Price of such Preferred Shares as in effect on the date of conversion) along with the related Warrants and (ii) the aggregate Purchase Price for the such Buyer's Additional Preferred Shares. A The Company shall file the Registration Statement referred to in the first sentence of this Section 1(d) within 20 days after the Additional Share Notice Date and shall notify each Buyer in writing on the same day that such Registration Statement is declared effective by the SEC. Notwithstanding the foregoing, no Buyer shall only be allowed entitled to deliver an Additional Share Notice on a day on which the Closing Bid Price (as defined in the Certificate of Designations) of the Common Stock is greater than the Fixed Conversion Price of the Initial Preferred Shares in effect on such dateif any Buyer shall have previously consummated an Additional Share Closing. The Additional Closing shall occur on the Additional Closing Date at the offices of Xxxxxx Xxxxxx & Xxxxx, 000 Xxxx Xxxxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxxx 00000-0000. (The Initial Closing Date and the Additional Closing Dates collectively are referred to in this Agreement as the "Closing Dates").