Initial Closing Date definition
Examples of Initial Closing Date in a sentence
Subject to the satisfaction (or waiver) of the conditions set forth in Sections 6(a) and 7(a) below, the Company shall issue and sell to each Buyer, and each Buyer severally, but not jointly, shall purchase from the Company on the Initial Closing Date (as defined below), an Initial Note in the original principal amount as is set forth opposite such Buyer’s name in column (3) on the Schedule of Buyers (the “Initial Closing”).
The Management Fee shall commence on the Initial Closing Date and shall be earned annually based on the number of years set forth in the Subscription Agreement; provided, that the Management Fee with respect to any Member may be paid in full and in advance upon the date of such Member’s admission or Subscription Amount increase.
The Facility Fee shall be due and payable on each anniversary of the Initial Closing Date until the Buyers have purchased an aggregate original principal amount of $10 million of Notes pursuant to the terms of this Agreement or until the termination of this Agreement in accordance with its terms.
The Buyers’ rights to effect any Additional Optional Closings hereunder shall terminate on the three (3) year anniversary of the Initial Closing Date (or such earlier date as the Buyers shall determine, in their sole discretion, by delivery of a written notice to the Company) (the “Additional Closing Expiration Date”).
For the avoidance of doubt, each of the Initial Closing and each Additional Closing is referred to herein as a “Closing.” Each of the Initial Closing Date and each Additional Closing Date is referred to herein as a “Closing Date.” At each Closing, the Company will deliver to each Investor the Note and Warrant to be purchased by such Investor, against receipt by the Company of the corresponding principal amount funded by such Investor and the purchase price of the corresponding Warrant.