Purchasers. On or prior to the Closing Date, each Purchaser shall deliver or cause to be delivered to the Company the following:
Purchasers a. Contractor acknowledges that use of the Contract by any city, county, state agency, state school district, state higher education institution, public utility district, Medicaid provider, or organization that has a Master Contract Usage Agreement (MCUA) is discretionary.
Purchasers. Print Exact Name : SCO Capital Partners LLC By: /s/ Xxxxx X. Xxxxxxxxx Name: Title: Address: 0000 Xxxxxx xx xxx Xxxxxxxx 00xx Xxxxx Xxx Xxxx, XX 00000 Telephone: 000-000-0000 Facsimile: 000-000-0000 Email: xxxxxxxxxx@xxxxxxxx.xxx SSN/EIN: Amount of Investment: $ 1,000,000.00 [Omnibus Access Pharmaceuticals, Inc.
Purchasers. Print Exact Name: Park Place Galileo Ltd. By: /s/ X. Xxxxxxx Name: X. Xxxxxxx Title: Settlements Controller Park Place Capital LTD as agent in process Address: Xxxxxxxx Xxxx 00 Xxxx Xxxxxx Bermuda Telephone: 000-0000-0000 Facsimile: 000-0000-0000 Email: Xxxxx.xxxxxxx@xxxxxxxxx.xx.xx SSN/EIN: Amount of Investment (Tranche A (Series A Preferred only)): $170,000 Amount of Investment (Tranche B (one-third Series A Preferred, two-thirds Series B Preferred)): $ PURCHASERS: Print Exact Name: Aran Asset Management SA By: /s/ Xxxxx Xxxxxxxxxxx Name: Xxxxx Xxxxxxxxxxx Title: Director Portfolio / Manager Address: Xxxxxxxxxxxx 00 X.X. Xxx 0000 XX-0000 Xxx Xxxxxxxxxxx Telephone: 000-000-0000 Facsimile: 041-726-0477 Email: xxxxxxxxxxx@xxxxxx.xx SSN/EIN: Amount of Investment (Tranche A (Series A Preferred only)): $200,000 Amount of Investment (Tranche B (one-third Series A Preferred, two-thirds Series B Preferred)): $ PURCHASERS: Print Exact Name: Finter Bank Zurich By: /s/ Xxxxxxxxx Xxxxxxxxxxxx Name: Xxxxxxxxx Xxxxxxxxxxxx Title: JVP By: /s/ X. Xxxxxxxxx Name: X. Xxxxxxxxx Title: Asst. V.P. Address: Xxxxxxxxxxxxxxx 00 0000 Xxxxxx Telephone: 00-0000-0000 Facsimile: 00-0000-0000 Email: x.xxxxxxxxxxxx@xxxxxx.xx SSN/EIN: N.A. Amount of Investment (Tranche A (Series A Preferred only)): $250,000 Amount of Investment (Tranche B (one-third Series A Preferred, two-thirds Series B Preferred)): $ PURCHASERS: Print Exact Name: Xxxxxxx Xxxxxx By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Address: 000 Xxxxxxx Xxxxxx 00xx Xxxxx Xxxxxxxxx, X.X. Xxxxxx X0X 0X0 Telephone: 000-000-0000 Facsimile: 000-000-0000 Email: xxxxxxx@xxxxxxx.xxx SSN/EIN: Amount of Investment (Tranche A (Series A Preferred only)): $100,000 Amount of Investment (Tranche B (one-third Series A Preferred, two-thirds Series B Preferred)): $ PURCHASERS: Print Exact Name: Glenariff Investments Ltd By: /s/ X. X. Xxxxxxxxx Name: X. X. Xxxxxxxxx Title: President Address: 0000 00xx Xxxxxx Xxxxxx, X.X. Xxxxxx X0X 0X0 Telephone: 000-000-0000 Facsimile: 000-000-0000 Email: xxx@xxxx.xx SSN/EIN: 000-000-000 Amount of Investment (Tranche A (Series A Preferred only)): $50,000 Amount of Investment (Tranche B (one-third Series A Preferred, two-thirds Series B Preferred)): $
Purchasers. Name and Address of Purchasers Number of Shares Per Share Purchase Price Aggregate Purchase Price $ 0.25 $ EXHIBIT A LEGEND THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. Exhibit B Form of New Convertible Note Indenture (Attached) Exhibit B has been omitted pursuant to instruction 2 to Item 601 of Regulation S-K. See Exhibit (b)(1) of this Schedule TO for the form of indenture between U.S. Bank National Association, as trustee, and Emergent Capital, Inc. with respect to the 5.00% Senior Unsecured Convertible Notes Due 2023 to be issued by Emergent Capital, Inc. Exhibit (b)(1) modifies Exhibit B to the Master Transaction Agreement as follows: · sets the Final Maturity Date at February 15, 2023; · adds the Stock Price/Additional Shares table to Section 4.06; · makes changes throughout the form of indenture to reflect that New Unsecured Notes will be issued in both $1,000 denominations (in respect of New Unsecured Notes issued in exchange for the aggregate of $70,743,000 principal amount of Old Notes that were originally issued under the Old Notes Indenture) and $1.00 denominations (with respect to (i) New Unsecured Notes issued in exchange for the $3,447,450 in aggregate principal amount of Old Notes that were issued in lieu of the payment of cash interest due on the Old Notes on February 15, 2017 and (ii) New Unsecured Notes issued on the Settlement Date in respect of accrued and unpaid interest on the Old Notes that are tendered in the Exchange Offer through but excluding the Settlement Date); and · removes certain restrictions to conversion contained in Section 4.01(d) and the corresponding definition of “Note Trading Price.” Exhibit C Form of New Senior Note Indenture (Attached) EMERGENT CAPITAL, INC., as Issuer,
Purchasers. NAME AND ADDRESS COPY OF NOTICE TO: ---------------- ----------------- ------------------------------ ---------------------------------- SCO Capital Partners LLC Wiggin and Dana LLP 1785 Avexxx xx the Xxxxicas 400 Atlantic Street 35th Floxx Xxxxxxxx, XX 00000 Xxx Xxxx, Xxx Xxxx 00000 Xxxxxxxxx: (000) 363-7630 Attn: Steven X. Xxxxxxxxx Xxxxxxxxx: (000) 363-7676 T: (212) 554-0000 Xxxx: Xxchael Grundei, Esq. F: (210) 000-0000 ------------------------------ ---------------------------------- Lake End Capital LLC 33 Tall Oaks Drive Summit, Nxx Xxxxxx 00000 Xxxx: Xxxxxxx X. Xxxxx X: (212) 550-0000 X: (000) 554-0000 ------------------------------ ---------------------------------- EXHIBIT A PLAN OF DISTRIBUTION We are registering the shares of common stock on behalf of the selling security holders. Sales of shares may be made by selling security holders, including their respective donees, transferees, pledgees or other successors-in-interest directly to purchasers or to or through underwriters, broker-dealers or through agents. Sales may be made from time to time on the [__________], any other exchange or market upon which our shares may trade in the future, in the over-the-counter market or otherwise, at market prices prevailing at the time of sale, at prices related to market prices, or at negotiated or fixed prices. The shares may be sold by one or more of, or a combination of, the following: - a block trade in which the broker-dealer so engaged will attempt to sell the shares as agent but may position and resell a portion of the block as principal to facilitate the transaction (including crosses in which the same broker acts as agent for both sides of the transaction); - purchases by a broker-dealer as principal and resale by such broker-dealer, including resales for its account, pursuant to this prospectus; - ordinary brokerage transactions and transactions in which the broker solicits purchases; - through options, swaps or derivatives; - in privately negotiated transactions; - in making short sales or in transactions to cover short sales; and - put or call option transactions relating to the shares. The selling security holders may effect these transactions by selling shares directly to purchasers or to or through broker-dealers, which may act as agents or principals. These broker-dealers may receive compensation in the form of discounts, concessions or commissions from the selling security holders and/or the purchasers of shares for whom such broker-dealer...
Purchasers. To the respective addresses set forth below the Purchaser’s signature at the foot of this Agreement. With a copy (not constituting notice): Company: The Singing Machine Company, Inc. Attention: Xxxxx Xxxxx 0000 Xxxxx Xxxx, Building A-7 Coconut Creek, FL 33073 With a copy to (not constituting notice): Sichenzia Xxxx Xxxxxxxx Xxxxxxx LLP Attention: Xxxxxx X. Xxxxxx, Esq. 0000 Xxxxxx xx xxx Xxxxxxxx Xxx Xxxx, XX 00000 Any notice being delivered within the continental United States shall be deemed delivered upon (a) personal service, or (b) transmission via facsimile (with the original thereof to be immediately sent via mail, postage prepaid), or (c) forty eight (48) hours after the time of deposit in the mail, as the case may be. In the event any Party changes its address, such change of address shall be communicated to the other Party in the manner set forth in this Section.
Purchasers. See the introductory paragraph to this Agreement.
Purchasers. Collectively, VFCC and the Investors and any other Person that agrees, pursuant to the pertinent Assignment and Acceptance, to purchase an Asset Interest pursuant to this Agreement.
Purchasers. (a) Each Holder hereby consents, for so long as any Purchaser holds any Registrable Securities, to (i) the appointment of the Purchasers, acting together, as the attorneys-in-fact for and on behalf of such Holder and (ii) the taking by the Purchasers, acting together, of any and all actions and the making of any decisions required or permitted by, or with respect to, this Agreement and the transactions contemplated hereby, including (A) the exercise of the power to agree to execute any consents under this Agreement and all other documents contemplated hereby and (B) to take all actions necessary in the judgment of the Purchasers for the accomplishment of the foregoing and all of the other terms, conditions and limitations of this Agreement and the transactions contemplated hereby.