Common use of First Closing Clause in Contracts

First Closing. The first closing of the offer and sale of the Shares (the “First Closing”) shall occur at 10:00 am (New York City time), at the offices of the Company or such other location as the parties shall mutually agree, on the first (1st) Business Day on which the conditions set forth in Section 2.3 hereof are satisfied or waived (by the applicable party) in writing as provided elsewhere herein, or on such other date and time as agreed in writing to by the Company and the Purchasers (the “First Closing Date”). On the First Closing Date, upon the terms and subject to the conditions set forth herein, the Company agrees to sell, and the Purchasers, severally and not jointly, agree to purchase an aggregate of US$500,000 of Ordinary Shares equal to such Purchaser’s Subscription Amount (First Closing) as set forth on the signature page hereto executed by such Purchaser. Each Purchaser shall deliver to the Company, via wire transfer, immediately available funds equal to its Subscription Amount (First Closing) and the Company shall deliver to each Purchaser its respective Securities 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 First Closing.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Rubini Jonathan Brian), Securities Purchase Agreement (G Medical Innovations Holdings Ltd.)

First Closing. The first closing of the offer and sale of the Shares (the “First Closing”) shall occur at 10:00 am (New York City time), at the offices of the Company or such other location as the parties shall mutually agree, on the first (1st) Business Day on which the conditions set forth in Section 2.3 hereof are satisfied or waived (by the applicable party) in writing as provided elsewhere herein, or on such other date and time as agreed in writing to by the Company and the Purchasers (the “First Closing Date”). On the First 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 the Purchasers, severally and not jointly, agree to purchase purchase, up to an aggregate of US$500,000 $387,500 of Ordinary Shares equal to such Purchaser’s Subscription Amount (First Closing) as set forth on the signature page hereto executed by such Purchasershares of Preferred Stock and Warrants. Each Purchaser shall deliver to the Company, via wire transfer, immediately available funds equal to its such Purchaser’s Subscription Amount (for the First Closing) Closing as set forth on the signature page hereto executed by such Purchaser, and the Company shall deliver to each Purchaser its respective Securities shares of Preferred Stock with an aggregate Stated Value for each Purchaser equal to such Purchaser’s Subscription Amount as set forth on the signature page hereto executed by such Purchaser and a Warrant, 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 (the “First Closing”). Upon satisfaction of the covenants and conditions set forth in Sections 2.2 and 2.3, the First Closing shall occur at the offices of EGS or such other location as the parties shall mutually agree.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Iconic Brands, Inc.), Securities Purchase Agreement (Iconic Brands, Inc.)

First Closing. The first closing of the offer and sale of the Shares (the “First Closing”) shall occur at 10:00 am (New York City time), at the offices of the Company or such other location as the parties shall mutually agree, on the first (1st) Business Day on which the conditions set forth in Section 2.3 hereof are satisfied or waived (by the applicable party) in writing as provided elsewhere herein, or on such other date and time as agreed in writing to by the Company and the Purchasers (the “First Closing Date”). On the First Closing Date, upon 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 the Purchasers, severally and not jointly, agree to purchase purchase, an aggregate of US$500,000 $1,000,000 of Ordinary Shares shares of Preferred Stock with an aggregate Stated Value for each Purchaser equal to 110% of such Purchaser’s Subscription Amount (as to the First Closing) Closing as set forth on the signature page hereto executed by such PurchaserPurchaser (“First Closing”). Each Purchaser shall deliver to the Company, via wire transfer, immediately available funds equal to its such Purchaser’s Subscription Amount (for the First Closing) Closing as set forth on the signature page hereto executed by such Purchaser, and the Company shall deliver to each Purchaser its respective Securities Preferred Stock, 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 First Closing. Upon satisfaction of the covenants and conditions set forth in Sections 2.2 and 2.3, the First Closing shall occur at the offices of EGS or such other location as the parties shall mutually agree.

Appears in 1 contract

Sources: Securities Purchase Agreement (Rennova Health, Inc.)

First Closing. The first closing of the offer and sale of the Shares (the “First Closing”) shall occur at 10:00 am (New York City time), at the offices of the Company or such other location as the parties shall mutually agree, on the first (1st) Business Day on which the conditions set forth in Section 2.3 hereof are satisfied or waived (by the applicable party) in writing as provided elsewhere herein, or on such other date and time as agreed in writing to by the Company and the Purchasers (the “First Closing Date”). On the First 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 the Purchasers, severally and not jointly, agree to purchase purchase, an aggregate of US$500,000 $4,000,000 of Ordinary Shares shares of Preferred Stock with an aggregate Stated Value for each Purchaser equal to such Purchaser’s Subscription Amount (First Closing) as set forth on the signature page hereto executed by such Purchaser, and Warrants as determined pursuant to Section 2.2(a). Each Purchaser shall deliver to the CompanyEscrow Agent, via wire transfertransfer or a certified check, immediately available funds equal to its such Purchaser’s Subscription Amount (for the First Closing) Closing as set forth on the signature page hereto executed by such Purchaser, and the Company shall deliver to each Purchaser its respective Securities Preferred Stock and Warrants, 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 First Closing. Upon satisfaction of the covenants and conditions set forth in Sections 2.2 and 2.3, the First Closing shall occur at the offices of EGS or such other location as the parties shall mutually agree.

Appears in 1 contract

Sources: Securities Purchase Agreement (NeuroMetrix, Inc.)

First Closing. The first closing of the offer and sale of the Shares (the “First Closing”) shall occur at 10:00 am (New York City time), at the offices of the Company or such other location as the parties shall mutually agree, on the first (1st) Business Day on which the conditions set forth in Section 2.3 hereof are satisfied or waived (by the applicable party) in writing as provided elsewhere herein, or on such other date and time as agreed in writing to by the Company and the Purchasers (the “First Closing Date”). On the First Closing Date, upon 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 the Purchasers, severally and not jointly, agree to purchase purchase, an aggregate of US$500,000 $2,000,000 of Ordinary Shares shares of Preferred Stock with an aggregate Stated Value for each Purchaser equal to 110% of such Purchaser’s Subscription Amount (as to the First Closing) Closing as set forth on the signature page hereto executed by such PurchaserPurchaser (“First Closing”). Each Purchaser shall deliver to the Company, via wire transfer, immediately available funds equal to its such Purchaser’s Subscription Amount (for the First Closing) Closing as set forth on the signature page hereto executed by such Purchaser, and the Company shall deliver to each Purchaser its respective Securities Preferred Stock, 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 First Closing. Upon satisfaction of the covenants and conditions set forth in Sections 2.2 and 2.3, the First Closing shall occur at the offices of EGS or such other location as the parties shall mutually agree.

Appears in 1 contract

Sources: Securities Purchase Agreement (Rennova Health, Inc.)

First Closing. The first closing of the offer and sale of the Shares (the “First Closing”) shall occur at 10:00 am (New York City time), at the offices of the Company or such other location as the parties shall mutually agree, on the first (1st) Business Day on which the conditions set forth in Section 2.3 hereof are satisfied or waived (by the applicable party) in writing as provided elsewhere herein, or on such other date and time as agreed in writing to by the Company and the Purchasers (the “First Closing Date”). On the First Closing Date, upon 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 the Purchasers, severally and not jointly, agree to purchase purchase, an aggregate of US$$500,000 of Ordinary Shares shares of Preferred Stock with an aggregate Stated Value for each Purchaser equal to 110% of such Purchaser’s Subscription Amount (as to the First Closing) Closing as set forth on the signature page hereto executed by such PurchaserPurchaser (“First Closing”). Each Purchaser shall deliver to the Company, via wire transfer, immediately available funds equal to its such Purchaser’s Subscription Amount (for the First Closing) Closing as set forth on the signature page hereto executed by such Purchaser, and the Company shall deliver to each Purchaser its respective Securities Preferred Stock, 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 First Closing. Upon satisfaction of the covenants and conditions set forth in Sections 2.2 and 2.3, the First Closing shall occur at the offices of EGS or such other location as the parties shall mutually agree.

Appears in 1 contract

Sources: Securities Purchase Agreement (Rennova Health, Inc.)