Additional Mandatory Closing at Company’s Election Sample Clauses

Additional Mandatory Closing at Company’s Election. Subject to the satisfaction of the conditions to closing set forth in this Section 1(b)(ii) and Sections 6(b) and 7(b) below, at any time after the tenth (10th) calendar day after the Additional Optional Closing Date pursuant to which the Buyers shall have purchased the entire Additional Optional Notes Amount (the “Additional Mandatory Closing Eligibility Date”) of each Buyer hereunder, the Company shall have the right to require each Buyer to purchase (such Additional Closing, the “Additional Mandatory Closing”, and such Additional Closing Date, the “Additional Mandatory Closing Date”) an Additional Note in the original principal amount set forth opposite such Buyer’s name in column (5) on the Schedule of Buyers (the “Additional Mandatory Note Amount”). Subject to the satisfaction of the conditions to closing set forth in this Section 1(b)(ii) and Sections 6(b) and 7(b) below, the Company may exercise its right to require the Additional Mandatory Closing by delivering, at any time on or after the applicable Additional Mandatory Closing Eligibility Date and prior to the Additional Closing Expiration Date, a written notice thereof by e-mail and overnight courier to each Buyer (the “Additional Mandatory Closing Notice”, and together with each Additional Optional Closing Notice, each an “Additional Closing Notice”, and the date of the applicable Additional Mandatory Closing Notice, the “Additional Mandatory Closing Notice Date”, and together with each Additional Optional Closing Notice Date, each an “Additional Closing Notice Date”). The Company shall only be permitted to submit one (1) Additional Mandatory Closing Notice to the Buyers hereunder and the Additional Mandatory Closing Notice shall be irrevocable. The Additional Mandatory Closing Notice shall (A) certify that the Additional Mandatory Closing Eligibility Date with respect to the proposed Additional Mandatory Closing has occurred and, other than with respect to deliverables to be delivered to each Buyer at the Additional Mandatory Closing, all the conditions to closing set forth in this Section 1(b)(ii) and Sections 6(b) and 7(b) below have been satisfied in full as of the Additional Mandatory Closing Notice Date, (B) specify the proposed date of the Additional Mandatory Closing (which shall be sixty (60) calendar days after the Additional Mandatory Closing Notice Date, subject to the right of each Buyer, by written notice to the Company, to accelerate the Additional Mandatory Closing Date to an ea...
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Additional Mandatory Closing at Company’s Election. Subject to the satisfaction (or waiver) of the Additional Closing Conditions, at any time after the thirtieth (30th) Trading Day after such applicable Closing immediately prior to such date of determination, if on each Trading Day during the twenty (20) Trading Days immediately prior to such date of determination: (i) the aggregate daily dollar trading volume (as reported on either Bloomberg L.P. or FactSet Research Systems Inc., as determined by the Lead Buyer from time to time (together, the “Reporting Service”)) of the shares of Common Stock on the Principal Market (as defined below) is at least $200,000, (ii) no more than $500,000 in aggregate Stated Value (as defined in the Certificate of Designation) of Shares remain outstanding, and (iii) the Company is in compliance with the continued listing requirements of the Principal Market, including the minimum bid price requirement pursuant to Nasdaq Listing Rule 5550(a)(2), or has cured any deficiencies of the continued listing requirements of the Principal Market of which the Company has been notified by the Principal Market, the Company shall have the right to require each Buyer to purchase at such applicable Additional Closing up to such maximum number of Additional Shares as set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers at any such Additional Closing (but in no event greater, for all Additional Closings, than such maximum aggregate number of Additional Shares as set forth opposite such Buyer’s name in column (5) of the Schedule of Buyers (subject to reduction, on a one-for-one basis for the aggregate number of any Additional Shares issued in any Additional Optional Closing on or prior to such Additional Closing Date, if any)(as applicable, each, an “Additional Mandatory Closing Maximum Amount”), by delivering a written notice by e-mail and overnight courier to each Buyer (each, an “Additional Mandatory Closing Notice”, and together with the Additional Optional Closing Notices, each an “Additional Closing Notice”, and the date of an applicable Additional Mandatory Closing Notice, each an “Additional Mandatory Closing Notice Date”) at one or more Additional Closings (such Additional Closing, each, an “Additional Mandatory Closing”). Notwithstanding the foregoing, any Trading Day period above shall be extended by the number of Trading Days during such period and any extension thereof contemplated by this proviso on which any Buyer is restricted from trading due to such Buyer...
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Additional Mandatory Closing at Company’s Election 
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Related to Additional Mandatory Closing at Company’s Election

  • Compensation for Buy-In on Failure to Timely Deliver Certificates Upon Conversion In addition to any other rights available to the Holder, if Borrower fails for any reason to deliver to the Holder such certificate or certificates by the Share Delivery Date pursuant to Section 4(c)(ii), and if after such Share Delivery Date the Holder is required by its brokerage firm to purchase (in an open market transaction or otherwise), or the Holder or Holder’s brokerage firm otherwise purchases, shares of Common Stock to deliver in satisfaction of a sale by the Holder of the Conversion Shares which the Holder was entitled to receive upon the conversion relating to such Share Delivery Date (a “Buy-In”), then Borrower shall (A) pay in cash to the Holder (in addition to any other remedies available to or elected by the Holder) the amount, if any, by which (x) the Holder’s total purchase price (including any brokerage commissions) for the Common Stock so purchased exceeds (y) the product of (1) the aggregate number of shares of Common Stock that the Holder was entitled to receive from the conversion at issue multiplied by (2) the actual sale price at which the sell order giving rise to such purchase obligation was executed (including any brokerage commissions) and (B) at the option of the Holder, either reissue (if surrendered) this Note in a principal amount equal to the principal amount of the attempted conversion (in which case such conversion shall be deemed rescinded) or deliver to the Holder the number of shares of Common Stock that would have been issued if Borrower had timely complied with its delivery requirements under Section 4(c)(ii). For example, if the Holder purchases Common Stock having a total purchase price of $11,000 to cover a Buy-In with respect to an attempted conversion of this Note with respect to which the actual sale price of the Conversion Shares (including any brokerage commissions) giving rise to such purchase obligation was a total of $10,000 under clause (A) of the immediately preceding sentence, Borrower shall be required to pay the Holder $1,000. The Holder shall provide Borrower written notice indicating the amounts payable to the Holder in respect of the Buy-In and, upon request of Borrower, evidence of the amount of such loss. Nothing herein shall limit a Holder’s right to pursue any other remedies available to it hereunder, at law or in equity including, without limitation, a decree of specific performance and/or injunctive relief with respect to Borrower’s failure to timely deliver certificates representing shares of Common Stock upon conversion of this Note as required pursuant to the terms hereof.