Common use of Additional Purchasers Clause in Contracts

Additional Purchasers. As of the date hereof, Schedule 1 to this Agreement sets forth the number of Shares the Purchasers Representative, in its capacity as a Purchaser, desires to purchase in accordance with the terms and conditions hereof (including the satisfaction or waiver of Section 7.1). The Company may, from time to time between the date hereof and the Closing, offer to sell additional Shares to any Person (including the Purchasers Representative) in accordance with the terms of this Agreement (and only this Agreement, as the same be amended or modified from time to time); provided, that the Company shall not sell any such additional Shares without the prior written consent of the Purchasers Representative, which consent may be withheld in its sole discretion, except that the Purchasers Representative has consented to the sale of up to an aggregate of 25,000 Shares to Dolphin Offshore Partners, L.P. and any of its Affiliates (collectively, "Dolphin") and ▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇ Asset Management, Inc. and any of its Affiliates (collectively, "▇▇▇▇▇"), so long as Dolphin and ▇▇▇▇▇ each purchase at least 5,000 Shares. As a condition to becoming a Purchaser hereunder, each additional Purchaser shall (a) execute a Joinder, by which such additional Purchaser (i) agrees to be bound by all of the terms and conditions of this Agreement, and (ii) shall be treated as having been a party to this Agreement as of the date hereof, (b) execute a Joinder to a shareholders agreement to be entered into by and among the Company, the Purchasers Representative and each other Purchaser (the "Stockholders Agreement") and (c) execute a Joinder to a registration rights agreement to be entered

Additional Purchasers. As of the date hereof, Schedule 1 to this Agreement sets forth the number of Shares the Purchasers Representative, in its capacity as a Purchaser, desires to purchase in accordance with the terms and conditions hereof (including the satisfaction or waiver of Section 7.1). The Company may, from time to time between the date hereof and the Closing, offer to sell additional Shares to any Person (including the Purchasers Representative) in accordance with the terms of this Agreement (and only this Agreement, as the same be amended or modified from time to time); provided, that the Company shall not sell any such additional Shares without the prior written consent of the Purchasers Representative, which consent may be withheld in its sole discretion, except that the Purchasers Representative has consented to the sale of up to an aggregate of 25,000 Shares to Dolphin Offshore Partners, L.P. and any of its Affiliates (collectively, "“Dolphin"”) and ▇E▇▇▇▇ ▇▇▇▇▇ & ▇S▇▇▇▇▇▇ Asset Management, Inc. and any of its Affiliates (collectively, "“B▇▇▇▇▇"”), so long as Dolphin and ▇B▇▇▇▇ each purchase at least 5,000 Shares. As a condition to becoming a Purchaser hereunder, each additional Purchaser shall (a) execute a Joinder, by which such additional Purchaser (i) agrees to be bound by all of the terms and conditions of this Agreement, and (ii) shall be treated as having been a party to this Agreement as of the date hereof, (b) execute a Joinder to a shareholders agreement to be entered into by and among the Company, the Purchasers Representative and each other Purchaser (the "“Stockholders Agreement"”) and (c) execute a Joinder to a registration rights agreement to be enteredentered into by and among the Company, the Purchasers Representative and each other Purchaser (the “Registration Rights Agreement”). Schedule 1 to this Agreement shall automatically be modified to reflect such increase, and the Company shall be bound, subject to the satisfaction (or waiver) of the conditions set forth in Section 7.2, to sell (and such additional Purchasers shall be bound severally but not jointly, subject to the satisfaction (or waiver by the Purchasers Representative) of the conditions set forth in Section 7.1 to purchase) such additional Shares in accordance with terms hereof. If the Company desires to sell additional Shares to an existing Purchaser, such sale shall be subject to all provisions this Section 1.4 (including the requirement for the Purchasers Representative’s consent), and the Purchaser who agrees, subject to the terms hereof, to purchase additional Shares shall be treated as an additional Purchaser with respect to such number of Shares (except such Purchaser need not execute a Joinder).