Purchase and Sale of the Shares and the Warrant Sample Clauses

Purchase and Sale of the Shares and the Warrant. Subject to, and on the terms and conditions of, this Agreement, effective at the Closing, the Purchaser will purchase from the Seller, and the Seller will sell, transfer, convey, assign and deliver to the Purchaser, all of the Shares and the Warrant, free and clear of all Liens. The aggregate purchase price for the Shares and the Warrant shall be an amount in cash equal to Forty-One Million Four Hundred Thousand Dollars ($41,400,000) (the “Purchase Price”).
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Purchase and Sale of the Shares and the Warrant. Section 2.1 The Investor hereby purchases from the Company, and the Company hereby issues and sells to the Investor, 142,857 shares of Common Stock (collectively, the "Shares") and a Warrant to purchase 142,857 shares of Common Stock, subject to antidilution adjustment, for a purchase price of nine hundred and ninety-nine thousand, nine hundred and ninety-nine dollars ($999,999.00) (the "Purchase Price"). The Investor agrees that payment for the Purchase Price shall be made pursuant to a wire transfer of immediately available funds in accordance with the wire transfer instructions set forth in Schedule 2.1 hereto.
Purchase and Sale of the Shares and the Warrant. On the terms and subject to the conditions hereof, the Company is issuing and selling to the Investor, and the Investor is purchasing from the Company, at the Closing (as defined in Section 3 below), (A) 4,889,030 shares of Series E Preferred Stock (the "Shares"), (B), a warrant to purchase up to 970,874 shares of Series E Preferred Stock at a purchase price of $5.15 per share substantially in the form attached hereto as Exhibit W- 1 ("Warrant One") and (C) a warrant to purchase up to 813,008 shares of Series E Preferred Stock at a purchase price of $6.15 per share substantially in the form attached hereto as Exhibit W- 2 ("Warrant Two" and, collectively, with Warrant One, the "Warrants") at a purchase price of $15,497,555.48 for the Shares being issued and sold and the Warrant being granted to and purchased by the Investor at the Closing. The shares of Series E Preferred Stock to be issued upon the exercise of the Warrant shall be referred to herein as the "Warrant Shares." Notwithstanding anything to the contrary contained herein, if the Closing occurs after the consummation of a Qualified Public Offering (as such term is defined in the Certificate of Amendment), all references to the issuance of Series E Preferred Stock or Shares or Warrant Shares shall mean that number of shares of Common Stock issuable upon conversion thereof in accordance with the terms of the Series E Preferred Stock.
Purchase and Sale of the Shares and the Warrant. Subject to, and on the terms and conditions of, this Agreement, effective at the Closing, the Company will purchase from the Seller, and the Seller will sell, transfer, convey, assign and deliver to the Company, all of the Shares and the Warrant, free and clear of all Liens. The aggregate purchase price for the Shares and the Warrant shall be an amount in cash equal to (i) Seven Million Two Hundred Thousand Dollars ($7,200,000.00) plus (ii) seventy-two percent (72%) of all cash assets of the Company at the closing of the Acquisition after giving effect to (x) the payment by the Company of any expenses relating to the Acquisition (the “Acquisition Expenses”), (y) the payment of its debts and liabilities (the “Debt and Liabilities Payment”) and (z) a future distribution to (1) holders of Common Stock outstanding as of the date of this agreement plus (2) holders of the 3,132,970 shares of Common Stock to be issued upon the conversion of the Company’s 10% Cumulative Convertible Perpetual Preferred Stock, Series B, of up to Thirty-Five Cents ($0.35) per share of Common Stock (the “Distribution”), provided that the sum of the Acquisition Expenses, the Debt and Liabilities Payment and the Distribution shall not exceed Three Million Five Hundred Twenty Seven Thousand Two Hundred Fifty Dollars ($3,527,250.00) in the aggregate ((i) and (ii) together, the “Purchase Price”).
Purchase and Sale of the Shares and the Warrant. Subject to the terms and conditions of this Agreement, at the Closing, the Investor shall purchase, and the Company shall sell and issue to the Investor, the Shares and the Warrant in exchange for the Purchase Price. The Purchase Price shall be allocated (a) 99% to the Shares and (b) 1% to the Warrant. The Investor shall pay the Purchase Price, in United States dollars, by wire transfer of immediately available funds to the Company’s account set forth on Schedule I attached hereto.
Purchase and Sale of the Shares and the Warrant. Subject to, and on the terms and conditions of, this Agreement, effective at the Closing, the Purchaser will purchase from the Seller, and the Seller will sell, transfer, convey, assign and deliver to the Purchaser, all of the Shares and the Warrant, free and clear of all Liens. The aggregate purchase price for the Shares, including all accrued and unpaid dividends on the Shares through and including the Closing Date, and the Warrant shall be an amount in cash equal to Three Million Three Hundred Fifty Thousand Dollars ($3,350,000) (the “Purchase Price”).”
Purchase and Sale of the Shares and the Warrant. Subject to, and on the terms and conditions of, this Agreement, effective at the Closing, the Purchaser will purchase from the Seller, and the Seller will sell, transfer, convey, assign and deliver to the Purchaser, all of the Shares and the Warrant, free and clear of all Liens. The aggregate purchase price for the Shares shall be an amount in cash equal to (a) Twenty-Five Million Dollars ($25,000,000) plus (b) all of the accrued and unpaid dividends on the Shares through and including the Closing Date, and the aggregate purchase price for the Warrant shall be an amount in cash equal to One Million One Hundred Eighty-Nine Thousand Eight-Hundred Thirteen Dollars ($1,189,813) (together, the “Purchase Price”).
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Purchase and Sale of the Shares and the Warrant. Subject to, and on the terms and conditions of, this Agreement, effective at the Closing, the Purchaser will purchase from the Seller, and the Seller will sell, transfer, convey, assign and deliver to the Purchaser, all of the Shares and the Warrant, free and clear of all Liens. The aggregate purchase price for the Shares and the Warrant shall be an amount in cash equal to (a) Forty-Two Million Seven Hundred Fifty Thousand Dollars ($42,750,000) plus (b) all of the accrued and unpaid dividends on the Shares through and including the Closing Date (which amount would be equal, if the Closing were to occur on October 1, 2012, to $4,181,796.14) (the “Purchase Price”).
Purchase and Sale of the Shares and the Warrant. Upon the terms and conditions and subject to the provisions of this Agreement, the Investor subscribes for and agrees to purchase and acquire from the Company and the Company agrees to sell and issue to the Investor the Shares and the Warrant, in the manner set forth in Section 2 hereof, for the aggregate purchase price of Two Million Dollars ($2,000,000) (the "Purchase Price").
Purchase and Sale of the Shares and the Warrant. 2.1 The Investor hereby purchases from the Company, and the Company hereby issues and sells to the Investor, 500,000 shares of Common Stock (collectively, the "Shares") and a Warrant to purchase 500,000 shares of Common Stock, subject to certain adjustments as provided for in the Warrant, for an aggregate purchase price of four million dollars ($4,000,000) (the "Purchase Price"). The Investor agrees that payment for the Purchase Price shall be made pursuant to a wire transfer of immediately available funds in accordance with the wire transfer instructions set forth in Schedule 2.1.2 hereto on the date hereof (the "Closing Date').
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