Sale and Issuance of the Units Sample Clauses

Sale and Issuance of the Units. In consideration of and in reliance upon the representations, warranties and covenants set forth herein and in each of the other agreements and documents contemplated hereby and subject to the terms and conditions set forth in this Agreement (including, without limitation, the conditions set forth in Sections 5 and 6), the Company shall issue and sell to the Investor, and the Investor shall purchase from the Company, the Units for $60 million in cash (the “Cash Portion”) and $11.75 million in the form of a promissory note issued by the Investor in favor of the Company (the “Debt Portion”, and, together with the Cash Portion, the “Purchase Price”).
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Sale and Issuance of the Units. Subject to the terms and conditions set forth in this Agreement, Purchaser hereby agrees to purchase at the Closing, and the Company agrees to sell and issue to Purchaser at the Closing, the number of Units shown below Purchaser's name on the signature page hereto, for an aggregate purchase price to be paid by Purchaser (the “Purchase Price”) in the amount shown below Purchaser's name on the signature page hereto. In addition, Purchaser shall indicate the number of shares of Preferred Stock, if any, that Purchaser previously purchased from the Company and currently holds. A failure by the Purchaser to indicate that such Purchaser previously purchased from the Company and currently holds Preferred Stock shall be deemed an acknowledgement by such Purchaser that such Purchaser does not have the right to receive Participation Warrants as part of the Units being purchased.
Sample 1
Sale and Issuance of the Units. Subject to the terms and conditions of this Agreement, and in reliance on the representations and warranties contained herein, each Investor agrees, severally and not jointly, to purchase at the Closing, and the Company agrees to sell and issue to such Investor at the Closing, that number of units of the Company’s securities (the “Securities”), as is set forth opposite such Investor’s name on Schedule A hereto which are part of a minimum number of 500,000 units and a maximum number of 2,000,000 units being issued and sold to, and purchased by, the Investors at the Closing, at a purchase price of fifty-five cents ($0.55) per unit (the "Unit Purchase Price"), each unit consisting of: (i) one (1) share of the Company’s common stock, par value $.001 per share (“Common Stock”) (hereinafter the “Share”), (ii) one (1) Class A Warrant (the “Class A Warrant”), and (iii) one (1) Class B Warrant (the “Class B Warrant”). The Shares, Class A Warrants, and Class B Warrants are hereinafter collectively referred to as the “Units” and the Class A Warrants and Class B Warrants are hereinafter collectively referred to as the “Warrants.” The minimum required investment for each Investor is 2,500 Units. The Company, in its sole and absolute discretion, may sell less than 2,500 Units to an Investor.
Sample 1

Related to Sale and Issuance of the Units

  • SALE AND ISSUANCE OF SHARES Subject to the terms and conditions of this Agreement, the Trustees agree to sell to the Purchaser, and the Purchaser agrees to purchase from the Trustees 8,028 common shares of beneficial interest, par value $0.001, representing undivided beneficial interests in the Trust (the "Shares") at a price per Share of $14.325 for an aggregate purchase price of $115,001.

  • Valid Issuance of the Units The Units have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Partnership pursuant to this Agreement against payment of the consideration set forth herein, will be validly issued and fully paid (to the extent required under the Partnership Agreement) and nonassessable (except as such nonassessability may be affected by matters described in Sections 17-607 and 17-804 of the Delaware LP Act).

  • Sale and Issuance of Common Stock Subject to the terms ------------------------------------ and conditions of this Agreement, and in reliance upon the representations and warranties and covenants contained herein, the Investor agrees to purchase at the Closing, and the Company agrees to sell and issue to the Investor at the Closing (as defined herein), 1,541,261 shares of the Company's Common Stock, $.001 par value (the "Common Stock") for the aggregate purchase price of $15,412.61.

  • Sale and Purchase of the Assets Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, the Sellers shall sell, assign, transfer, convey and deliver to Purchaser, and Purchaser shall purchase and acquire from the Sellers, free and clear of all Liens other than Permitted Exceptions, all right, title and interest of the Sellers in and to all of their respective properties, assets, Contracts and rights, of every kind and description and wherever located, related to, used in or intended for use in connection with the Business as currently conducted or currently contemplated to be conducted, other than the Excluded Assets (collectively, the “Purchased Assets”), including without limitation the following:

  • Upon Issuance of Additional Securities Upon the issuance by the General Partner of any Additional Securities (including pursuant to the General Partner’s distribution reinvestment plan) other than to all holders of REIT Shares, the General Partner shall contribute any net proceeds from the issuance of such Additional Securities and from any exercise of rights contained in such Additional Securities, directly and through the General Partner, to the Partnership in return for, as the General Partner may designate, Partnership Interests or rights, options, warrants or convertible or exchangeable securities of the Partnership having designations, preferences and other rights such that their economic interests are substantially similar to those of the Additional Securities; provided, however, that the General Partner is allowed to issue Additional Securities in connection with an acquisition of assets that would not be owned directly or indirectly by the Partnership, but if and only if, such acquisition and issuance of Additional Securities have been approved and determined to be in or not opposed to the best interests of the General Partner and the Partnership; provided further, that the General Partner is allowed to use net proceeds from the issuance and sale of such Additional Securities to repurchase REIT Shares pursuant to a share repurchase plan. Without limiting the foregoing, the General Partner is expressly authorized to issue Additional Securities for less than fair market value, and to cause the Partnership to issue to the General Partner corresponding Partnership Interests, so long as the General Partner concludes in good faith that such issuance is in the best interests of the General Partner and the Partnership. Without limiting the foregoing, if the General Partner issues REIT Shares of any Class for a cash purchase price and contributes all of the net proceeds of such issuance to the Partnership as required hereunder, the General Partner shall be issued a number of additional Partnership Units having the same Class designation as the issued REIT Shares equal to the number of such REIT Shares of that Class issued by the General Partner the proceeds of which were so contributed.

  • Issuance of Additional Securities Such Grantor will not permit or suffer the issuer of an Equity Interest constituting Pledged Collateral owned by it to issue additional Equity Interests, any right to receive the same or any right to receive earnings, except to such Grantor.

  • Valid Issuance of Purchased Shares The Purchased Shares, when issued, sold, delivered, and paid for by the Investor in accordance with the terms of this Agreement, will be duly and validly issued, fully paid, and non-assessable

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