Purchase of Debentures and Warrants. On the Closing Date (as defined below), the Company shall issue and sell to each Buyer and each Buyer severally agrees to purchase from the Company such principal amount of Debentures and number of Warrants as is set forth immediately below such Buyer's name on the signature pages hereto.
Purchase of Debentures and Warrants. On the Closing Date (as defined below), the Company shall issue and sell to each Buyer and each Buyer severally agrees to purchase from the Company such principal amount of Debentures and number of Warrants as is set forth immediately below such Buyer’s name on the signature pages hereto, for an aggregate of One Hundred Fifty Thousand Dollars ($150,000) principal amount of Debentures and Warrants to purchase an aggregate of 10,000,000 shares of Common Stock.
Purchase of Debentures and Warrants. Subject to the satisfaction (or waiver) of the conditions set forth in Sections 6 and 7 below, the Company shall issue and sell to each Buyer, and each Buyer severally agrees to purchase from the Company, the respective principal amount of Debentures, together with the related Warrants, set forth opposite such Buyer's name on the Schedule of Buyers (the "Closing").
Purchase of Debentures and Warrants. On the Closing Date (as defined below), the Company shall issue and sell to Buyers and Buyers agree to purchase from the Company such principal amounts of Debentures and number of Warrants as are set forth immediately below Buyers' names on the signature pages hereto.
Purchase of Debentures and Warrants. The Subscriber hereby subscribes for the principal amount of Debentures and for the number of Warrants and at the aggregate purchase price set forth in Section 14. The closing of the purchase of such Debentures and Warrants (the "Closing Dates") shall take place in two (2) separate closings, the first of which is hereinafter referred to as the "First Closing", and the second of which is hereinafter referred to as the "Second Closing". Subject to the satisfaction (or waiver) of the conditions thereto set forth in Section 1.2 and 1.3 below: (i) at the First Closing, the Company shall issue and sell to the Subscriber, and the Subscriber shall purchase from the Company, seven-tenths of the aggregate principal amount of Debentures and all of the Warrants which the Subscriber is purchasing hereunder for consideration equal to seven-tenths of the Purchase Price, and (ii) at the Second Closing, the Company shall issue and sell to the Subscriber and the Subscriber shall purchase from the Company the remainder of the aggregate principal amount of Debentures which the Subscriber is purchasing hereunder for a price equal to the remainder of the Purchase Price.
Purchase of Debentures and Warrants. Upon the terms and subject to the satisfaction or waiver of the conditions set forth herein, the Company agrees to sell and each Investor agrees to purchase (i) a Debenture with a principal amount equal to the amount set forth below such Investor’s name on the signature pages hereof and (ii) a Warrant. The purchase price for the Debenture and Warrant being purchased by an Investor (the “Purchase Price”) shall be equal to the principal amount of such Debenture. The date on which the closing of the purchase and sale of the Debentures and Warrants occurs (the “Closing”) is hereinafter referred to as the “Closing Date”. The Closing will be deemed to occur when (A) this Agreement and the other Transaction Documents (as defined below) have been executed and delivered by the Company, the Guarantor Subsidiary and each Investor (which delivery may be effected by facsimile transmission other than in respect of the Mortgage), (B) each of the conditions to Closing described in Section 5 hereof has been satisfied or waived as specified therein and (C) full payment of each Investor’s Purchase Price has been made by such Investor to the Company by wire transfer of immediately available funds against physical delivery by the Company of duly executed certificates representing the Debenture and Warrant purchased by such Investor at the Closing. The Closing shall occur at the offices of Xxxxxx, Xxxx & Xxxxxxxx LLP at 0000 Xxxxxxxxxxx Xxxxxx, Xxxxxxxxxx XX 00000.
Purchase of Debentures and Warrants. 5 Article III
Purchase of Debentures and Warrants. On the Initial Closing Date (as defined herein), the Purchaser hereby agrees to purchase from the Company (i) the Initial Debentures in the principal amount of one million five hundred thousand dollars ($1,500,000), which shall be issued in substantially the form attached hereto as Exhibit A; (ii) the Initial Warrants to purchase one hundred and fifty thousand (150,000) shares of Common Stock, which shall be issued in substantially the form attached hereto as Exhibit B and (iii) a Conditional Warrant which shall be issued in substantially the form attached hereto as Exhibit C to purchase (a) Additional Debentures in the principal amount of up to two million five hundred thousand dollars ($2,500,000), which, if issued, shall be issued in substantially the form attached hereto as Exhibit A; and (b) Additional Warrants to purchase two hundred fifty thousand (250,000) shares of Common Stock, which, if issued, shall be issued in substantially the form attached hereto as Exhibit B. The aggregate purchase price for the Initial Debentures, the Initial Warrants and the Conditional Warrant (collectively, the "Initial Securities") shall be one million five hundred thousand one hundred dollars ($1,500,100) and shall be payable in same day funds.
Purchase of Debentures and Warrants. Subject to the satisfaction (or waiver) of the conditions set forth in Sections 6(a) and 7(a) below, the Company shall issue and sell to each Buyer, and each Buyer severally agrees to purchase from the Company, the respective principal amount of Initial Debentures, together with the related Warrants, set forth opposite such Buyer's name on the Schedule of Buyers (the "Initial Closing"). Subject to the terms stated herein, and the satisfaction (or waiver) of the conditions set forth in Sections 6(b) and 7(b) below, within twelve (12) months following the Initial Closing Date (as defined below), each Buyer in its sole discretion may notify the Company (the "Additional Debentures Exercise Notice") that it wishes to purchase up to its pro rata share of the principal amount of the Additional Debentures (the maximum pro rata share amount is listed opposite each Buyer's name on the Schedule of Buyers) and the Company shall issue and sell to such Buyer such principal amount of Additional Debentures (each, an "Additional Closing"). The Initial Closing and each Additional Closing are each sometimes referred to herein as a "Closing." Notwithstanding the foregoing, in the event that at any time following the effective date of the registration statement filed pursuant to Section 2(a) of the Registration Rights Agreement (the "Initial Debentures Registration Statement"), the Conditions to Cancellation of Right to Purchase Additional Debentures (as defined below) are satisfied, then the Company shall have the right to send a written notice to all, but not less than all of the Buyers on the Business Day (as defined below) immediately following the Measuring Period (as defined below) indicating that the right of the Buyers to further exercise their option to purchase any Additional Debentures will terminate on the twentieth (20th) trading day (the "Additional Debentures Purchase Cancellation Date") following receipt of such written notice as to the Additional Debentures for which the Buyer has not delivered an Additional Debentures Exercise Notice as of such termination date. "Conditions to Cancellation of Right to Purchase Additional Debentures" means the following conditions: (i) on each day during the period beginning on the first day of the Measuring Period and ending on the Additional Debentures Purchase Cancellation Date, the Initial Debentures Registration Statement shall be effective and available for the sale of at least all of the Registrable Securities (as defin...
Purchase of Debentures and Warrants. The Company shall ----------------------------------- issue and sell to each Buyer and each Buyer severally agrees to purchase from the Company such principal amount of Debentures and number of Warrants for the aggregate purchase price (the "PURCHASE PRICE") as is set forth immediately below such Buyer's name on the signature pages hereto. The aggregate principal amount of Debentures to be issued at the Closing (as defined below) is Ten Million Dollars ($10,000,000) and the aggregate number of Warrants to be issued at the Closing is Three Million Six Hundred Nineteen Thousand Nine Hundred Ten (3,619,910), for an aggregate purchase price of Ten Million Dollars ($10,000,000).
