Common use of Additional Investment Clause in Contracts

Additional Investment. (a) The Corporation shall have the right to issue and sell: (i) up to five million (5,000,000) additional Series A Shares at a price per share of not less than $1.00 and otherwise on terms no more favourable than the terms set forth in this Agreement; and (ii) any Series A Shares issuable upon the exercise of the EdgeStone Purchase Option pursuant to Section 3.2 (the issuance of the Series A Shares contemplated in clause (i) and (ii) together being referred to herein as the "Additional Investment"). (b) The Additional Investment shall be completed, in one or more closings, on such date or dates as may be selected by the Corporation; provided that, the last day on which any Series A Shares may be issued or sold pursuant to the Additional Investment shall be (A) August 31, 2004, or (B) such later date as may be agreed to in writing by the Corporation and EdgeStone (the applicable date in clause (A) or (B) above being hereinafter referred to as the "Expiry Date"). (c) Notwithstanding the foregoing, the Parties acknowledge and agree that: (i) the EdgeStone Purchase Option; (ii) the payment of the Lead Work Fee contemplated by Section 8.1; (iii) the reimbursement of Expenses contemplated by Section 8.2; and (iv) the entitlement to receive the EdgeStone Warrants are entitlements exclusive to EdgeStone as the lead investor with respect to the Investment, and shall not be extended to purchasers pursuant to the Additional Investment (except for EdgeStone and/or its permitted assignees on the exercise of the EdgeStone Purchase Option, to the extent provided in this Agreement) or to any purchasers of Common Shares as contemplated in Section 3.4.

Appears in 1 contract

Sources: Class a Convertible Preferred Share Subscription Agreement (Mitel Networks Corp)

Additional Investment. (a) The Corporation 1.3.1. Following the Initial Closing, the Investor shall have the right option, in its sole discretion, to issue purchase from the Company, Units at a purchase price of $1,000 per Unit, each Unit consisting of additional Preferred Shares and sell: (i) Warrants, for an aggregate purchase price of up to five million (5,000,000) additional Series A Shares at a price per share of not less than $1.00 and otherwise on terms no more favourable than the terms set forth in this Agreement; and (ii) any Series A Shares issuable upon the exercise of the EdgeStone Purchase Option pursuant 15,000,000. The Investor may from time to Section 3.2 (the issuance of the Series A Shares contemplated in clause (i) and (ii) together being referred to herein as the "Additional Investment"). (b) The Additional Investment shall be completedtime, in its sole discretion, assign this right, in whole or in part, to one or more closings, on such date or dates as may additional investors to be selected designated by the Corporation; provided thatInvestor. Any such designated investor shall execute and deliver a counterpart signature page to this Agreement and each of the other Transaction Documents applicable to a purchaser of Units of Preferred Shares and Warrants under this Agreement and thereby, without any further action by the Company or any Investor, become a party to and be deemed to be an Investor under this Agreement, the last day on which any Series A Investor Rights Agreement and each of the other Transaction Documents applicable to a purchaser of Units of Preferred Shares and Warrants under this Agreement, and all schedules and exhibits hereto and thereto shall automatically be updated to reflect such Investor as a party hereto and thereto. 1.3.2. The Investors may be issued or sold pursuant exercise the option to make an additional investment by duly executing and delivering to the Additional Investment shall be (A) August 31, 2004, or (B) such later date Company a notice of additional investment in the form attached hereto as may be agreed to in writing by the Corporation and EdgeStone Exhibit G (the applicable date in clause (A“Notice of Additional Investment”) or (B) above being hereinafter referred to as the "Expiry Date"). (c) Notwithstanding the foregoing, the Parties acknowledge and agree thatsetting forth: (i) the EdgeStone Purchase Optionnames of the Investors; (ii) a declaration by the payment Investors desiring to exercise the option to purchase additional Units of the Lead Work Fee Preferred Shares and Warrants as contemplated by in this Section 8.11.3; (iii) the reimbursement number of Expenses contemplated by Section 8.2Units of Preferred Shares and Warrants that each Investor desires to purchase at the Subsequent Closing; and (iv) the entitlement Subsequent Closing Date. This option to receive the EdgeStone purchase additional Units of Preferred Shares and Warrants are entitlements exclusive to EdgeStone as the lead investor with respect to the Investment, and shall not be extended to purchasers pursuant to the Additional Investment (except for EdgeStone and/or its permitted assignees expire on the exercise one (1) year anniversary of the EdgeStone Purchase Option, to date that the extent provided in this Agreement) or to any purchasers Company receives shareholder approval for the issuance of Common the Conversion Shares and the Warrant Shares as contemplated in Section 3.44.13, and thereafter shall be of no force and effect.

Appears in 1 contract

Sources: Securities Purchase Agreement (Aksys LTD)

Additional Investment. (a) The Corporation shall have From the date hereof until November 30, 2019, each Purchaser may, in its sole determination, elect to purchase, severally and not jointly with the other Purchasers and, subject to the proviso below, in one or more purchases (provided now single purchase is less than $ ), in the ratio of such Purchaser’s original Subscription Amount to the original aggregate Subscription Amount of all Purchasers, additional Debentures with an aggregate principal amount thereof of up to $2,500,000 and Warrants (such securities, the “Additional Investment Securities” and such right to issue and sell: (i) up to five million (5,000,000) additional Series A Shares at a price per share of not less than $1.00 and otherwise on terms no more favourable than receive the terms set forth in this Agreement; and (ii) any Series A Shares issuable upon the exercise of the EdgeStone Purchase Option Additional Investment Securities pursuant to this Section 3.2 (4.13, the issuance of the Series A Shares contemplated in clause (i) and (ii) together being referred to herein as the "Additional Investment"Investment Rights”). (b) The Any Additional Investment Right exercised by a Purchaser shall be completed, in one or more closings, on such date or dates as may be selected close within 5 Trading Days of a duly delivered exercise notice by the Corporation; provided that, the last day on which any Series A Shares may be issued or sold pursuant to exercising party. Any additional investment in the Additional Investment Securities shall be (A) August 31on terms identical to those set forth in the Transaction Documents, 2004, or (B) such later date as may be agreed mutatis mutandis. In order to in writing by the Corporation effectuate a purchase and EdgeStone (the applicable date in clause (A) or (B) above being hereinafter referred to as the "Expiry Date"). (c) Notwithstanding the foregoing, the Parties acknowledge and agree that: (i) the EdgeStone Purchase Option; (ii) the payment sale of the Lead Work Fee contemplated by Section 8.1; (iii) the reimbursement of Expenses contemplated by Section 8.2; and (iv) the entitlement to receive the EdgeStone Warrants are entitlements exclusive to EdgeStone as the lead investor with respect to the Investment, and shall not be extended to purchasers pursuant to the Additional Investment Securities, the Company and the Purchasers shall enter into the following agreements: (except for EdgeStone and/or its permitted assignees on the exercise of the EdgeStone x) a Securities Purchase OptionAgreement identical to this Agreement, mutatis mutandis and shall include updated disclosure schedules and (y) a registration rights agreement identical to the extent provided Registration Rights Agreement, mutatis mutandis and shall include updated disclosure schedules. Notwithstanding anything herein to the contrary, in this Agreement) or the event that additional Shares are issued pursuant to any purchasers Section 4.14, the number of such shares of Common Shares as contemplated in Section 3.4Stock issuable under the Additional Investment Securities shall be ratably increased.

Appears in 1 contract

Sources: Securities Purchase Agreement (Ideanomics, Inc.)

Additional Investment. (a) The Corporation 1.3.1. Following the Initial Closing, the Investor shall have the right option, in its sole discretion, to issue purchase from the Company, Units at a purchase price of $1,000 per Unit, each Unit consisting of additional Preferred Shares and sell: (i) Warrants, for an aggregate purchase price of up to five million (5,000,000) $15,000,000. The Investor may from time to time, in its sole discretion, assign this right, in whole or in part, to one or more additional Series A investors to be designated by the Investor. Any such designated investor shall execute and deliver a counterpart signature page to this Agreement and each of the other Transaction Documents applicable to a purchaser of Units of Preferred Shares at and Warrants under this Agreement and thereby, without any further action by the Company or any Investor, become a price per share of not less than $1.00 party to and otherwise on terms no more favourable than the terms set forth in be deemed to be an Investor under this Agreement; , the Investor Rights Agreement and (ii) any Series A Shares issuable upon the exercise each of the EdgeStone Purchase Option pursuant other Transaction Documents applicable to Section 3.2 a purchaser of Units of Preferred Shares and Warrants under this Agreement, and all schedules and exhibits hereto and thereto shall automatically be updated to reflect such Investor as a party hereto and thereto. 1.3.2. The Investors may exercise the option to make an additional investment by duly executing and delivering to the Company a notice of additional investment in the form attached hereto as Exhibit G (the issuance "Notice of the Series A Shares contemplated in clause (i) and (ii) together being referred to herein as the "Additional Investment"). (b) The Additional Investment shall be completed, in one or more closings, on such date or dates as may be selected by the Corporation; provided that, the last day on which any Series A Shares may be issued or sold pursuant to the Additional Investment shall be (A) August 31, 2004, or (B) such later date as may be agreed to in writing by the Corporation and EdgeStone (the applicable date in clause (A) or (B) above being hereinafter referred to as the "Expiry Date"). (c) Notwithstanding the foregoing, the Parties acknowledge and agree thatsetting forth: (i) the EdgeStone Purchase Optionnames of the Investors; (ii) a declaration by the payment Investors desiring to exercise the option to purchase additional Units of the Lead Work Fee Preferred Shares and Warrants as contemplated by in this Section 8.11.3; (iii) the reimbursement number of Expenses contemplated by Section 8.2Units of Preferred Shares and Warrants that each Investor desires to purchase at the Subsequent Closing; and (iv) the entitlement Subsequent Closing Date. This option to receive the EdgeStone purchase additional Units of Preferred Shares and Warrants are entitlements exclusive to EdgeStone as the lead investor with respect to the Investment, and shall not be extended to purchasers pursuant to the Additional Investment (except for EdgeStone and/or its permitted assignees expire on the exercise one (1) year anniversary of the EdgeStone Purchase Option, to date that the extent provided in this Agreement) or to any purchasers Company receives shareholder approval for the issuance of Common the Conversion Shares and the Warrant Shares as contemplated in Section 3.44.13, and thereafter shall be of no force and effect.

Appears in 1 contract

Sources: Securities Purchase Agreement (Durus Life Sciences Master Fund LTD)