Common use of Purchase and Sale of the Units Clause in Contracts

Purchase and Sale of the Units. (a) The Company hereby agrees to issue and to sell to Subscriber, and Subscriber hereby agrees to purchase from the Company, such number of Units at a price of Twenty-Five Thousand Dollars ($25,000) per Unit (the "Unit Price") and for the aggregate subscription amount set forth on the signature page hereto. The Subscriber understands that this subscription is not binding upon the Company until the Company accepts it. The Subscriber acknowledges and understands that acceptance of this Subscription will be made only by a duly authorized representative of the Company executing and mailing or otherwise delivering to the Subscriber at the Subscriber's address set forth herein, a counterpart copy of the signature page to this Subscription Agreement indicating the Company's acceptance of this Subscription. The Company and X.X. Xxxxxxx & Company, LLC (the "Placement Agent") reserve the right, in their sole discretion for any reason whatsoever, to accept or reject this subscription in whole or in part. Following the acceptance of this Subscription Agreement by the Company and subject to the terms set forth in the Memorandum, and the receipt and acceptance by the Company of subscriptions to the Minimum Offering (defined below), the Company shall issue and deliver to Subscriber (i) a share certificate evidencing the applicable number of Shares subscribed for hereunder against payment in U.S. Dollars of the Purchase Price (as defined below) and (ii) a Warrant exercisable at $2.50 per share, subject to the terms and conditions set forth in the Memorandum. If this subscription is rejected, the Company and the Subscriber shall thereafter have no further rights or obligations to each other under or in connection with this Subscription Agreement. If this subscription is not accepted by the Company on or before the last day of the Offering Period, this subscription shall be deemed rejected.

Appears in 1 contract

Samples: Subscription Agreement (Pinpoint Recovery Solutions Corp)

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Purchase and Sale of the Units. (a) The Company hereby agrees to issue and to sell to Subscriber, and Subscriber hereby agrees to purchase from the Company, such number of Units at a price of Twenty-Five Thousand Dollars ($25,000) per Unit (the "Unit Price") and units for the aggregate subscription amount set forth on the signature page hereto. The Subscriber understands that this subscription is not binding upon the Company until the Company accepts it. The Subscriber acknowledges and understands that acceptance of this Subscription will be made only by a duly authorized representative of the Company executing and mailing or otherwise delivering to the Subscriber at the Subscriber's ’s address set forth herein, a counterpart copy of the signature page to this Subscription Agreement indicating the Company's ’s acceptance of this Subscription. The Company and X.X. Xxxxxxx & Company, LLC (the "Placement Agent") reserve reserves the right, in their its sole discretion for any reason whatsoever, to accept or reject this subscription in whole or in part. Following the acceptance of this Subscription Agreement by the Company and subject to the terms set forth in the Memorandum, and the receipt and acceptance by the Company of subscriptions to the Minimum Offering (defined below)Company, the Company shall issue and deliver to Subscriber (i) a share certificate evidencing the applicable number of Shares Units subscribed for hereunder against payment in U.S. Dollars of the Purchase Price (as defined below) and (ii) a Warrant exercisable at $2.50 per share, subject to the terms and conditions set forth in the Memorandum). If this subscription is rejected, the Company and the Subscriber shall thereafter have no further rights or obligations to each other under or in connection with this Subscription Agreement. If this subscription is not accepted by the Company on or before the last day of the Offering Period, this subscription shall be deemed rejected.

Appears in 1 contract

Samples: Subscription Agreement (Elephant Talk Communications Corp)

Purchase and Sale of the Units. (a) The Company hereby agrees to issue and to sell to Subscriber, and Subscriber hereby agrees to purchase from the Company, such number of Units at a price of Twenty-Five Thousand Dollars ($25,000) per Unit (the "Unit Price") and for the aggregate subscription amount set forth on the signature page hereto. The Subscriber understands that this subscription is not binding upon the Company until the Company accepts it. The Subscriber acknowledges and understands that acceptance of this Subscription will be made only by a duly authorized representative of the Company executing and mailing or otherwise delivering to the Subscriber at the Subscriber's ’s address set forth herein, a counterpart copy of the signature page to this Subscription Agreement indicating the Company's ’s acceptance of this Subscription. The Company and X.X. Xxxxxxx & Company, LLC (the "Placement Agent") reserve reserves the right, in their its sole discretion for any reason whatsoever, to accept or reject this subscription in whole or in part. Following the acceptance of this Subscription Agreement by the Company and subject to the terms set forth in the Memorandum, and the receipt and acceptance by the Company of subscriptions to the Minimum Offering (defined below)Company, the Company shall issue and deliver to Subscriber (i) a share certificate evidencing the applicable such number of Shares Units subscribed for hereunder against payment in U.S. Dollars of the Purchase Price (as defined below) and (ii) a Warrant exercisable at $2.50 per share, subject to the terms and conditions set forth in the Memorandum). If this subscription is rejected, the Company and the Subscriber shall thereafter have no further rights or obligations to each other under or in connection with this Subscription Agreement. If this subscription is not accepted by the Company on or before the last day of the Offering Period, this subscription shall be deemed rejected.

Appears in 1 contract

Samples: Subscription Agreement (chatAND, Inc.)

Purchase and Sale of the Units. (a) 1.1. The Company hereby agrees to issue and to sell to Subscriber, and Subscriber hereby agrees to purchase from the Company, such number of Units at a price of Twenty-Five Thousand Dollars ($25,000) per the Unit (the "Unit Price") Price and for the aggregate subscription amount set forth on the signature page hereto. The Subscriber understands that this subscription is not binding upon the Company until the Company accepts it. The Subscriber acknowledges and understands that acceptance of this Subscription will be made only by a duly authorized representative of the Company executing and mailing or otherwise delivering to the Subscriber at the Subscriber's ’s address set forth herein, a counterpart copy of the signature page to this Subscription Agreement indicating the Company's ’s acceptance of this Subscription. The Company and X.X. Xxxxxxx & Company, LLC (the "Placement Agent") reserve reserves the right, in their its sole discretion for any reason whatsoever, to accept or reject this subscription in whole or in part. Following the acceptance of this Subscription Agreement by the Company and subject to the terms set forth in the MemorandumCompany, and the receipt and acceptance by the Company of subscriptions to the Minimum Offering (defined below)offering, the Company shall instruct its transfer agent to issue and deliver to Subscriber Subscriber, (i) a share certificate evidencing the applicable number of Shares subscribed for hereunder Common Stock purchased by the Subscriber pursuant to this Agreement against payment in U.S. Dollars of the Purchase Price (as defined below) and (ii) a Warrant certificate evidencing the Warrants purchased by the Subscriber pursuant to this Agreement exercisable at $2.50 2.00 per share, subject to the terms and conditions set forth in the Memorandum. If this subscription is rejected, the Company and the Subscriber shall thereafter have no further rights or obligations to each other under or in connection with this Subscription Agreement. If this subscription is not accepted by the Company on or before the last day of the Offering Period, this subscription shall be deemed rejected.

Appears in 1 contract

Samples: Subscription Agreement (Cavalier Holdings, Inc.)

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Purchase and Sale of the Units. (a) The Company hereby agrees to issue and to sell to Subscriber, and Subscriber hereby agrees to purchase from the Company, such number of Units at a price of Twenty-Five Thousand Dollars ($25,000) 54,000 per Unit (the "Unit Price") and for the aggregate subscription amount set forth on the signature page hereto. The Subscriber understands that this subscription is not binding upon the Company until the Company accepts it. The Subscriber acknowledges and understands that acceptance of this Subscription will be made only by a duly authorized representative of the Company executing and mailing or otherwise delivering to the Subscriber at the Subscriber's ’s address set forth herein, a counterpart copy of the signature page to this Subscription Agreement indicating the Company's ’s acceptance of this Subscription. The Company and X.X. Xxxxxxx & Company, LLC (the "Placement Agent") reserve the right, in their its sole discretion for any reason whatsoever, to accept or reject this subscription in whole or in part. Following the acceptance of this Subscription Agreement by the Company and subject to the terms set forth in the MemorandumCompany, and the receipt and acceptance by the Company of subscriptions to the Minimum Offering (defined below), the Company shall instruct its transfer agent to issue and deliver to Subscriber (i) a share certificate evidencing the applicable number of Shares subscribed for hereunder against payment in U.S. Dollars of the Purchase Price (as defined below) ), and (ii) a Warrant Common Stock purchase warrant exercisable at $2.50 0.30 per share, subject to the terms and conditions set forth in the Memorandum. If this subscription is rejected, the Company and the Subscriber shall thereafter have no further rights or obligations to each other under or in connection with this Subscription Agreement. If this subscription is not accepted by the Company on or before the last day of the Offering Period, this subscription shall be deemed rejected.

Appears in 1 contract

Samples: Subscription Agreement (CNS Response, Inc.)

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