Example ContractsClausesInitial Closing
Initial Closing
Initial Closing contract clause examples

Initial Closing. The closing of the sale and purchase of the Initial Series G Shares (the “Initial Closing”) shall take place simultaneously with the execution of this Agreement at the offices of Palmer & Dodge LLP, 111 Huntington Avenue, Boston, Massachusetts, U.S.A., or at such other location as may be agreed upon among the Initial Investors and the Corporation. At the Initial Closing, the Corporation shall issue and deliver to each Initial Investor a certificate or certificates for shares of Series G Preferred Stock, registered in the name of such Initial Investor, in the amount representing the number of Initial Series G Shares being purchased by such Initial Investor at the Initial Closing, against payment by such Initial Investor to the Corporation of the aggregate purchase price therefor in the form of # a wire transfer to a bank account designated by the Corporation or # such other method of payment as the Corporation, in its sole discretion, may accept.

Subject to the terms and conditions of this Agreement, the Investor agrees to purchase at the Initial Closing (as defined below), and the Company agrees to issue and sell to the Investor at the Initial Closing, 465,983 shares of Common Stock at a purchase price of $10.73 per share, for an aggregate purchase price of $4,999,997.59 (the “Initial Closing Purchase Price”). The shares of Common Stock to be purchased by the Investor at the Initial Closing are referred to herein as the “Initial Closing Shares”.

Initial Closing. The initial purchase and sale of the Shares shall take place remotely via the exchange of documents and signatures within five (5) business days following the earlier of # the closing of an equity or debt financing of the Company occurring after January 1, 2018 resulting in gross proceeds to the Company of at ​, or # the initiation of the second cohort for the Company’s clinical study of its ​ (which time, date and place are referred to in this Agreement as the “Initial Closing”) (the “Initial Closing”). At the Initial Closing, the Company shall deliver to the Purchaser 7,000,000 of shares of the Company’s Common Stock (the “Initial Closing Shares”). The Company shall instruct VStock Transfer, LLC (the “Transfer Agent”) to register such issuance via book entry at the time of such issuance.

Completion of Initial Closing. The Initial Closing shall have been consummated in accordance with the terms of this Agreement.

the Company shall deliver to the Purchasers # the Acquired Shares purchased by them at the Initial Closing free and clear of all Liens, except restrictions on transfer imposed by the Securities Act and any applicable securities Laws, and # the Registration Rights Agreement and the Board Observer Agreement, each duly executed by the Company.

Conditions Precedent to Initial Closing by the Initial Investors. The obligation of each Initial Investor to purchase and pay for the Initial Series G Shares being purchased by such Initial Investor at the Initial Closing is subject to satisfaction (or waiver by such Initial Investor) of the following conditions precedent at or before the Initial Closing:

Conditions to Closing and Initial Loans. Notwithstanding any provision contained in this Agreement to the contrary, no Bank shall have any obligation to make the Loan(s) on the Closing Date under this Agreement unless the Administrative Agent shall have first received:

Conditions to Closing and Initial Loans. Notwithstanding any provision contained in this Agreement to the contrary, no Bank shall have any obligation to make the Loan(s) on the Closing Date under this Agreement unless the Administrative Agent shall have first received:

Conditions on the Initial Loan Closing Date. The obligation of the Lender to make the Initial Loan pursuant to [Section 2.1] shall be subject to the satisfaction, on or before the Initial Loan Closing Date, of the conditions set forth in this Section. If the conditions set forth in this Section are not met on or prior to the Initial Loan Closing Date, the Lender shall have no obligation to make the Initial Loan.

Closing. The sale and purchase of the Securities shall occur at a closing (the “Closing”) to be held at the offices of Honigman LLP at 650 Trade Centre Way, Suite 200, Kalamazoo, Michigan 49002 at 10:00 a.m., local time, on such date, or at such other time and place, upon which the Company and the Purchasers purchasing the Securities at the Closing shall agree.

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