Failure to Deliver Notes Sample Clauses

Failure to Deliver Notes. If, on the Closing Date, the Issuer shall fail to deliver the Notes to the Initial Purchasers as provided in this Section 2.3 or any of the conditions specified in Section 3 shall not have been fulfilled to the applicable Initial Purchaser’s reasonable satisfaction or waived, then each Initial Purchaser as to which the conditions shall not have been met shall, at its election, be relieved of all further obligations under this Agreement, without thereby waiving any rights such Initial Purchaser may have by reason of such failure or such non-fulfillment.
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Failure to Deliver Notes. Vodafone shall indemnify the Company and shall hold it harmless from any interest payments required to be paid on the Notes to a Person that is not a controlled Affiliate of the Company as a result of the failure of any Vodafone Entity to deliver the Notes being repurchased to the Company on the Repurchase Payment Date.
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Failure to Deliver Notes. If, at the Closing Date, the Issuer shall fail to deliver the Notes to the Note Purchasers as provided in sections 2.1(a)(ii)(iii) and 2.1(c), or any of the conditions specified in ARTICLE III shall not have been fulfilled to the applicable Note Purchaser’s reasonable satisfaction or waiver, then each Note Purchaser as to which the condition shall not have been so satisfied or waived shall, at its election, be relieved of all further obligations under this Agreement, without thereby waiving any rights such Note Purchaser may have by reason of such failure or such non-fulfillment, and without affecting the obligations of any other Note Purchaser hereunder.
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Related to Failure to Deliver Notes

  • Failure to Deliver Applicable

  • Failure to Deliver Shares Company understands that a delay in the issuance of Common Stock could result in economic damage to the Investor. If the Company fails to cause the delivery of the Shares when due, the Company shall pay to the Investor on demand in cash by wire transfer of immediately available funds to an account designated by the Investor as liquidated damages for such failure and not as a penalty, an amount equal to five percent (5%) of the payment required to be paid by the Investor on such Settlement Date (i.e., the Advance Amount) for the initial 30 days following such date until the Shares have been delivered, and an additional 5% for each additional 30-day period thereafter until the Shares have been delivered. If, by the third (3rd) business day after the Closing Date, the Company fails to deliver any portion of the shares of the Put to the Investor (the "Advance Shares Due") and the Investor purchases, in an open market transaction or otherwise, shares of Common Stock necessary to make delivery of shares which would have been delivered if the full amount of the shares to be delivered to the Investor by the Company (the "Open Market Share Purchase") , then the Company shall pay to the Investor, in addition to any other amounts due to Investor pursuant to the Put, and not in lieu thereof, the Open Market Adjustment Amount (as defined below). The "Open Market Adjustment Amount" is the amount equal to the excess, if any, of (x) the Investor's total purchase price (including brokerage commissions, if any) for the Open Market Share Purchase minus (y) the net proceeds (after brokerage commissions, if any) received by the Investor from the sale of the Advance Shares Due. The Company shall pay the Open Market Adjustment Amount to the Investor in immediately available funds within two (2) business days of written demand by the Investor. By way of illustration and not in limitation of the foregoing, if the Investor purchases shares of Common Stock having a total purchase price (including brokerage commissions) of $11,000 to cover an Open Market Purchase with respect to shares of Common Stock it sold for net proceeds of $10,000, the Open Market Purchase Adjustment Amount which the Company will be required to pay to the Investor will be $1,000.

  • Failure to Deliver Certificates If, in the case of any Notice of Conversion, such certificate or certificates are not delivered to or as directed by the applicable Holder by the Share Delivery Date, the Holder shall be entitled to elect by written notice to the Company at any time on or before its receipt of such certificate or certificates, to rescind such Conversion, in which event the Company shall promptly return to the Holder any original Note delivered to the Company and the Holder shall promptly return to the Company the Common Stock certificates issued to such Holder pursuant to the rescinded Conversion Notice.

  • Failure to Deliver Conversion Shares If, in the case of any Notice of Conversion, such Conversion Shares are not delivered to or as directed by the applicable Holder by the Share Delivery Date, the Holder shall be entitled to elect by written notice to the Company at any time on or before its receipt of such Conversion Shares, to rescind such Conversion, in which event the Company shall promptly return to the Holder any original Debenture delivered to the Company and the Holder shall promptly return to the Company the Conversion Shares issued to such Holder pursuant to the rescinded Conversion Notice.

  • Failure to Deliver Common Stock or Replacement Note Borrower'▇ ▇▇▇▇▇re to timely deliver Common Stock to the Holder pursuant to and in the form required by this Note and Section 9 of the Subscription Agreement, or if required a replacement Note.