Second Closing Subscription Amount definition

Second Closing Subscription Amount means the aggregate amount to be paid for the Second Closing Debenture purchased hereunder as specified in the Closing Statement under the heading “Second Closing Subscription Amount,” in United States dollars and in immediately available funds.
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Second Closing Subscription Amount shall have the meaning ascribed to such term in Section 2.1(b).
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Second Closing Subscription Amount means $1,000,000.
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Examples of Second Closing Subscription Amount in a sentence

  • Purchaser shall deliver to the Company, via wire transfer immediately available funds equal to Purchaser’s Second Closing Subscription Amount, and the Company shall deliver to the Purchaser the Second Closing Debenture on the Second Closing Date, and the Company and the Purchaser shall deliver the other items set forth in Section 2.2 deliverable at the First Closing.

  • The Purchaser shall deliver to the Company via wire transfer or a certified check immediately available funds equal to the Second Closing Subscription Amount and the Company shall deliver to the Purchaser the Second Closing Shares.

  • On the Third Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and each Purchaser, severally and not jointly, agrees to purchase, such Purchaser’s Second Closing Subscription Amount as set forth on the signature page hereto executed by such Purchaser (an aggregate of $250,000.00) in principal amount of the Notes.

  • The host community members in the participating areas of all three countries were consulted during project preparation to seek their buy in for the proposed project investments; they will continue to be consulted during implementation.

  • At the Second Closing, each Purchaser shall deliver to the Company, via wire transfer or a certified check, immediately available funds equal to such Purchaser’s Second Closing Subscription Amount as set forth on the signature page hereto executed by such Purchaser, and the Company shall deliver to each Purchaser its respective Note, and the Company and each Purchaser shall deliver the other items set forth in Section 2.2 deliverable at the Second Closing.

  • Each Purchaser shall deliver to the Company, via wire transfer or a certified check, immediately available funds equal to such Purchaser’s Second Closing Subscription Amount as set forth on the signature page hereto executed by such Purchaser, and the Company shall deliver to each Purchaser its respective Debenture, as determined pursuant to Section 2.2(a), and the Company and each Purchaser shall deliver the other items set forth in Section 2.2 deliverable at the Closing.

  • At the Second Closing, each Purchaser shall deliver to the Company, via wire transfer or a certified check, immediately available funds equal to such Purchaser’s Second Closing Subscription Amount as set forth on the signature page hereto executed by such Purchaser, and the Company shall deliver to each Purchaser its respective Debenture, and the Company and each Purchaser shall deliver the other items set forth in Section 2.2 deliverable at the Second Closing.

  • The Company hereby agrees that it will reimburse the Holder $25,000 for its due diligence and legal fees and expenses at the Second Closing (which amount shall be reduced from the Second Closing Subscription Amount).

  • Reliability, Validity, Trustworthiness and TriangulationReliability and validity are concepts traditionally associated with positivist research paradigms that test the research, its data and findings (Golafshani, 2003).

  • Lettstrasse 32 Furstentux 0000 Xx: __________________________ Vaduz, Liechtenstein Name: Fax: 011-423 232 3196 Title: Attn: Dxxxxxxx Xxxxx Xlosing Subscription Amount: $ Second Closing Subscription Amount: $ [SIGNATURE PAGE CONTINUED] [PURCHASER'S SIGNATURE PAGE] BRISTOL INVESTMENT FUND, LTD.


More Definitions of Second Closing Subscription Amount

Second Closing Subscription Amount. Warrant Shares: AIR Debenture: AIR Warrant Shares: EIN Number: [PROVIDE THIS UNDER SEPARATE COVER] [SIGNATURE PAGES CONTINUE] DISCLOSURE SCHEDULE TO SECURITIES PURCHASE AGREEMENT The following exceptions are hereby made to the representations and warranties made by Ramp Corporation (the "Company") contained in the Section 3.1 of the Securities Purchase Agreement dated as of January 12, 2005 (the "Agreement") by and among the Company and the Purchasers (as defined in the Agreement) listed on the signature page therein. All exhibits attached hereto are incorporated by reference where indicated. Any terms defined in the Agreement shall have the same meaning when used in this Disclosure Schedule as when used in the Agreement, unless the content otherwise requires. Notwithstanding any material qualifications in any of the Company's representations and warranties in the Agreement, for administrative ease, certain items have been included which are not considered by the Company to be material to the business, assets, or results of operations of the Company. The inclusion of any item is not an admission by the Company that the item is material to the business, assets (including intangible assets), financial condition or results of operations of the Company and is not an admission of any obligation or liability to any third party. The schedule numbers correspond with the section number of the representation or warranty contained in the Agreement for which disclosure is being made and to any other representation or warranty where it is reasonably clear, upon reading the disclosure without any independent knowledge on the part of the reader regarding the matter disclosed, that the disclosure is intended to apply to such representation or warranty. To the extent possible, the exceptions, disclosures and other requested information being provided reference the paragraph or sub-section being addressed. Schedule 3.1(a) --------------- Ramp Corporation Direct and Indirect Subsidiaries -------------------------------- Name State of Incorporation ---- ---------------------- HealthRamp, Inc. Delaware LifeRamp Family Financial, Inc. Utah Schedule 3.1(g) --------------- Ramp Corporation Capitalization -------------- Capitalization as of December 31, 2004: Common stock outstanding and issuable 12,309,325 Warrants to purchase common stock 3,961,499 Options to purchase common stock 4,144,410 Restricted stock awards 3,349,248 Shares underlying convertible notes 296,630 ---------- ...
Sample 1
Second Closing Subscription Amount means $5,000,000, in United States dollars and in immediately available funds.
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Second Closing Subscription Amount means $2,500,000 (i.e., the aggregate amount to be paid by the Purchaser for the purchase of the Debenture and Warrant to be issued by the Company on the Second Closing Date, reflecting that such Debenture is to be issued with a 10% original issue discount to the face amount thereof).
Sample 1
Second Closing Subscription Amount means, as to each Purchaser, the aggregate amount to be paid for Unregistered ADSs and Warrants purchased hereunder as specified below such Purchaser’s name on the signature page of this Agreement and next to the heading “Subscription Amount (Second Closing),” in United States dollars and in immediately available funds (minus, if applicable a Purchaser’s aggregate exercise price of the Pre-Funded Warrants, which amounts shall be paid as and when such Pre-Funded Warrants are exercised for cash), which amount shall be equal to 96.06% of such Purchaser’s aggregate Subscription Amount hereunder.
Sample 1

Related to Second Closing Subscription Amount

  • Subscription Amount means, as to each Purchaser, the aggregate amount to be paid for Shares and Warrants purchased hereunder as specified below such Purchaser’s name on the signature page of this Agreement and next to the heading “Subscription Amount,” in United States dollars and in immediately available funds.

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Subscription Price has the meaning set forth in Section 2.1.

  • Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).

  • Share Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Cash Purchase Price has the meaning set forth in Section 2.1(b).

  • Put Price has the meaning set forth in Section 8.05(a).

  • Purchase Price Date means the date the Purchase Price is delivered by Lender to Borrower.

  • Second Closing has the meaning set forth in Section 2.2.

  • Redemption Call Purchase Price has the meaning provided in Section 1.4;

  • Closing Payment Amount shall have the meaning set forth in Section 3.1(a).

  • Total Purchase Price means the aggregate amount payable by the Purchaser as set out in Appendix A of this Agreement.

  • Over-allotment Purchase Price The Purchaser shall pay the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company at least one business day prior to the Over-Allotment Closing Date in accordance with the Company’s wiring instructions. On the Over-allotment Closing Date, upon the payment by the Purchaser of the Over-allotment Purchase Price, the Company shall, at its option, deliver a certificate evidencing the Private Placement Warrants purchased by the Purchaser on such date duly registered in the Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.

  • Subscription Shares has the meaning ascribed to it in Section 2.1.

  • Subscription Settlement Date means the second Valuation Date after the Subscription Trade Date, provided that such Valuation Date is not a Disrupted Day and that such Valuation Date is both a Currency Business Day and a Clearing System Business Day.

  • VWAP Purchase Price means the lesser of (i) the Closing Sale Price on the VWAP Purchase Date; or (ii) ninety-seven percent (97%) of volume weighted average price for the Common Stock traded on the Principal Market during normal trading hours on (A) the VWAP Purchase Date if the aggregate shares traded on the Principal Market on the VWAP Purchase Date have not exceeded the VWAP Purchase Share Volume Maximum and the Sale Price of Common Stock has not fallen below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction), or (B) the portion of the VWAP Purchase Date until such time as the sooner to occur of (1) the time at which the aggregate shares traded on the Principal Market has exceeded the VWAP Purchase Share Volume Maximum, or (2) the time at which the Sale Price of Common Stock falls below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Final Purchase Price has the meaning set forth in Section 2.02.

  • Net Purchase Price has the meaning set forth in Section 2.1.

  • Minimum Purchase Price has the meaning set forth in Section 2.04.

  • Original Purchase Price means the price paid by you for the motor vehicle or a maximum of 110% of the market value of the vehicle as defined by Glass's Guide Retail at time of purchase, whichever is the lesser (including all factory fitted accessories) and after any discount given, but does not include the cost of dealer fitted accessories, road fund licence, new vehicle registration fee, fuel, paintwork and/or upholstery protection kits, insurance premiums (including the premium for this policy), warranty premiums, any finance arrears and any such associated costs and any negative equity transferred from a previous finance agreement.

  • Subscription Period means the duration of Customer’s authorized use of the Subscription Services as designated in the Order.

  • Purchase Shares has the meaning set forth in Section 2.1.