Bank Purchase Sample Clauses

Bank Purchase. Parent agrees to use its commercially reasonable efforts to offer for sale to Purchaser or an Affiliate of Purchaser within one year from the date of this Agreement, a "stripped charter" bank with its home office in the State of Texas. If accepted, the purchase price for such bank shall be equal to the sum of the net tangible book value of such bank plus a $250,000 premium. The other terms of any such purchase and sale shall be as agreed between Parent and Purchaser.
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Bank Purchase. At the Closing, the Bank agrees to purchase from ------------- the Company 345,118 Preferred Shares in exchange for its concurrent conversion of (i) $2,255,900 principal amount of Tranche A Loans payable by the Company to the Bank under the Loan Agreement (the "Tranche A Loan") into 45,118 Preferred Shares, (ii) $10,000,000 principal amount of Tranche B Loans payable by the Company to the Bank under the Loan Agreement (the "Tranche B Loan") into 200,000 Preferred Shares, and (iii) $5,000,000 principal amount of Tranche C Loans payable by the Company to the Bank under the Loan Agreement (the "Tranche C Loan, and together with the Tranche A Loan and the Tranche B Loan, the "Loans") into 100,000 Preferred Shares. The parties further acknowledge that as of the date of this Agreement the aggregate amount of principal, interest, fees and commissions outstanding under the Loan Agreement, prior to such conversion, is $51,893,815.69, and that (x) $17,255,900 of such amount is hereby converted into the Preferred Shares purchased by the Bank, (y) the Company has paid in full all accrued but unpaid interest, fees and commissions under the Loan Agreement (including $1,264,941.00 of accrued but unpaid interest and $500.00 of unpaid letter of credit fees), and (z) either or a combination of the Company or Toronto Dominion (Texas), Inc., pursuant to instructions from the Company under the Senior Credit Facility, has wire transferred to the Bank the amount of $34,637,915.69 in connection with the assignment from the Bank to Toronto Dominion (Texas), Inc. of the Bank's right, title and interest in and to the Loan Agreement and related documentation. At the Closing, in connection with its assignment of its right, title and interest in and to the Loan Agreement and related documentation to Toronto Dominion (Texas), Inc., the Bank acknowledges that it has delivered to Toronto
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Related to Bank Purchase

  • Participation in Future Financing (a) From the date hereof until the date that is the 12 month anniversary of the Effective Date, upon any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock Equivalents (a “Subsequent Financing”), each Purchaser shall have the right to participate in up to an amount of the Subsequent Financing equal to 100% of the Subsequent Financing (the “Participation Maximum”) on the same terms, conditions and price provided for in the Subsequent Financing.

  • Bank Financing The Buyer’s ability to purchase the Property is contingent upon the Buyer’s ability to obtain financing under the following conditions: (check one) ☐ - Conventional Loan ☐ - FHA Loan (Attach Required Addendums) ☐ - VA Loan (Attach Required Addendums) ☐ - Other:

  • Purchaser Financing Purchaser assumes full responsibility to obtain the funds required for settlement, and Purchaser’s acquisition of such funds shall not be a contingency to the Closing.

  • SALE/PURCHASE OF INITIAL LOANS (A) Consummation of Sale and Purchase The sale and purchase of Eligible Loans pursuant to the Initial Purchase Agreement to be dated as of the Closing Date shall be consummated upon (i) Funding’s receipt from Town Hall Funding and the Town Hall Funding Eligible Lender Trustee for the benefit of Town Hall Funding of the Initial Xxxx of Sale and (ii) the payment by Funding to Town Hall Funding of the Initial Payment. Upon consummation, such sale and purchase shall be effective as of the date of the Initial Xxxx of Sale. Town Hall Funding and Funding shall use their best efforts to perform promptly their respective obligations pursuant to the Initial Purchase Agreement with respect to each Initial Loan.

  • Stock Purchase Substantially contemporaneously with the Commencement Date, Executive shall purchase the number of shares of Common Stock of the Company specified in the Subscription Agreement related to the purchase of such shares, to be entered into by Executive and the Company (the “Subscription Agreement”). The terms and conditions of such purchase shall be as set forth in the Subscription Agreement, and such shares shall be subject to the limitations and restrictions, including, without limitation, the restrictions on transfer and the put and call rights set forth in the Stockholders Agreement.

  • Additional Financing The Borrower hereby covenants and agrees that, except for Permitted Encumbrances and except as otherwise contemplated in the Mortgage, without the prior written consent of the Significant Bondholder, if any, it shall not create, incur, assume or guaranty any financing secured by the Project or other financings except (i) the transactions contemplated in the Subordinate Loan Documents, (ii) the Permitted Encumbrances and as otherwise contemplated in the Mortgage, and (iii) unsecured loans or advances by the Borrower’s partners as contemplated or permitted by the Partnership Agreement.

  • Asset Purchase Purchase or otherwise acquire or permit any Subsidiary to acquire all or substantially all or a substantial portion of the assets of any Person (or any division or line of business of any Person);

  • No Commitment for Additional Financing The Company acknowledges and agrees that no Purchaser has made any representation, undertaking, commitment or agreement to provide or assist the Company in obtaining any financing, investment or other assistance, other than the purchase of the Shares as set forth herein and subject to the conditions set forth herein. In addition, the Company acknowledges and agrees that (i) no statements, whether written or oral, made by any Purchaser or its representatives on or after the date of this Agreement shall create an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment, (ii) the Company shall not rely on any such statement by any Purchaser or its representatives, and (iii) an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment may only be created by a written agreement, signed by such Purchaser and the Company, setting forth the terms and conditions of such financing or investment and stating that the parties intend for such writing to be a binding obligation or agreement. Each Purchaser shall have the right, in its sole and absolute discretion, to refuse or decline to participate in any other financing of or investment in the Company, and shall have no obligation to assist or cooperate with the Company in obtaining any financing, investment or other assistance.

  • Purchase The Purchase Price for each one one-hundredth of a Preferred Share pursuant to the exercise of a Right shall be initially $40.00, shall be subject to adjustment from time to time as provided in Sections 11, 13 and 26 and shall be payable in lawful money of the United States of America in accordance with Section 7.3.

  • Receivables Purchase Price On the Closing Date, the Purchaser shall deliver to the Seller the Receivables Purchase Price, as provided in Section 2.1(b).

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