Common use of Purchase and Sale of Capital Stock Clause in Contracts

Purchase and Sale of Capital Stock. The Closing. (i) Subject to the terms and conditions set forth in this Agreement, the Company shall issue and sell to the Purchaser and the Purchaser shall purchase 831,290 shares of Common Stock of the Company, representing 22% of the issued and outstanding Common Stock of the Company at the Closing (as defined below), taking into account vested stock options of the Company (the "Shares"), subject to adjustment as set forth in Section 3.2 of this Agreement for an aggregate purchase price of $10,000,000. The closing of the purchase and sale of the Shares (the "Closing") shall take place at the offices of the Purchaser immediately following the execution hereof, which Closing is anticipated to be September 3, 1998 or such later date as the parties shall agree. The date of the Closing is hereinafter referred to as the "Closing Date." (ii) At the Closing, the parties shall deliver or shall cause to be delivered such items as are required to be delivered by them in accordance with the terms of this Agreement, including the following: (A) The Company shall deliver (1) stock certificates representing the Shares, registered in the name of the Purchaser, (2) the legal opinion of Hale & ▇che▇▇▇▇▇, ▇▇unsel to the Company, substantially in the form of Exhibit A attached hereto, and (3) all other documents, instruments and writings required to have been delivered at or prior to the Closing Date by the Company pursuant to this Agreement; and (B) the Purchaser shall deliver (1) $10,000,000 in United Sates dollars in immediately available funds by wire transfer to an account designated prior to the Closing Date in writing by the Company for such purpose and (2) all documents, instruments and writings required to have been delivered at or prior to the Closing Date by the Purchaser pursuant to this Agreement.

Purchase and Sale of Capital Stock. The Closing. (i) Subject to the terms and conditions set forth in this ----------- Agreement, the Company shall issue and sell to the Purchaser and the Purchaser shall purchase 831,290 shares of Common Stock of the Company, representing 22% of the issued and outstanding Common Stock of the Company at the Closing (as defined below), taking into account vested stock options of the Company (the "Shares"), subject to adjustment as set forth in Section 3.2 of this Agreement ------ for an aggregate purchase price of $10,000,000. The closing of the purchase and sale of the Shares (the "Closing") shall take place at the offices of the ------- Purchaser immediately following the execution hereof, which Closing is anticipated to be September 3, 1998 or such later date as the parties shall agree. The date of the Closing is hereinafter referred to as the "Closing Date."" ------------ (ii) At the Closing, the parties shall deliver or shall cause to be delivered such items as are required to be delivered by them in accordance with the terms of this Agreement, including the following: (A) The Company shall deliver (1) stock certificates representing the Shares, registered in the name of the Purchaser, (2) the legal opinion of Hale ▇▇▇▇ & ▇che▇▇▇▇▇▇▇▇, ▇▇unsel counsel to the Company, substantially in the form of Exhibit A attached hereto, and (3) all other --------- documents, instruments and writings required to have been delivered at or prior to the Closing Date by the Company pursuant to this Agreement; and (B) the Purchaser shall deliver (1) $10,000,000 in United Sates dollars in immediately available funds by wire transfer to an account designated prior to the Closing Date in writing by the Company for such purpose and (2) all documents, instruments and writings required to have been delivered at or prior to the Closing Date by the Purchaser pursuant to this Agreement.