Sale and Purchase of the Notes. Subject to the terms and conditions of this Agreement, at the Closing the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase and acquire from the Company, the Notes for a purchase price equal to the principal amount of the Notes purchased (the “Purchase Price”).
Sale and Purchase of the Notes. Subject to the terms and conditions of this Agreement, the Company will issue and sell to each Purchaser and each Purchaser will purchase from the Company, at the Closing provided for in Section 3, each Note in the principal amount specified opposite each Purchaser's name in Schedule A at the purchase price of 100% of the principal amount thereof. 3.
Sale and Purchase of the Notes. On the terms and subject to the conditions contained in this Agreement, at the Closing: (a) the Seller hereby sells, conveys, transfers and assigns to each Purchaser listed on Exhibit A, and such Purchaser, severally and not jointly, purchases from the Seller the Notes (including all accrued and unpaid interest thereunder) in the aggregate principal amount set forth opposite such Purchaser’s name on Exhibit A and (b) each Purchaser hereby pays to the Seller for the sale, conveyance, transfer and assignment of the Notes (including all accrued and unpaid interest thereunder) an amount in cash equal to the amount set forth opposite such Purchaser’s name on Exhibit A, for an aggregate amount equal to $376,904.00 (the “Purchase Price”).
Sale and Purchase of the Notes. Section 2.01. Sale and Purchase of the Notes 9 Section 2.02. The Closing 10 Section 2.03. Termination 12
Sale and Purchase of the Notes. (a) Subject to the terms and conditions of this Agreement, the Company shall issue and sell to each Purchaser, severally and not jointly, and such Purchaser shall purchase and acquire from the Company, the applicable principal amount of Notes at the Closing listed opposite such Purchaser’s name on Schedule 1 hereto for a purchase price equal to the principal amount of such Notes (such price, the “Purchase Price”).
Sale and Purchase of the Notes. (a) Subject to the terms and conditions of this Agreement, at the Closing the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase and acquire from the Company, the Notes in an aggregate principal amount set forth opposite the name of the Purchaser on Schedule I hereto for a purchase price equal to the principal amount of the Notes purchased by the Purchaser (the "Purchase Price").
Sale and Purchase of the Notes. Subject to the terms and conditions of this Agreement, the Issuer agrees to purchase from the Holder, and the Holder agrees to sell to the Issuer, the Notes (the “Transaction”) at an aggregate purchase price of Three Million and Sixty Thousand Dollars and No Cents ($3,060,000), plus accrued and unpaid interest thereon in the amount of Seventy Seven Thousand and One Hundred and Eighty Seven Dollars and Fifty Cents ($77,187.50) (collectively, the “Purchase Price”). The purchase and sale of the Notes shall take place as of 5:00 p.m., New York City time, on May 15, 2014 (the “Trade Date”). Upon receipt by the Holder of the Purchase Price, the Issuer shall become the legal and beneficial owner of the Notes and of all rights and interest therein or related thereto and to the monies due and to become due under the terms of the Notes. The Holder hereby agrees that upon the settlement of the Transaction pursuant to Section 7 below, the Notes shall be cancelled and the Issuer shall have no further obligation to the Holder thereunder.
Sale and Purchase of the Notes. 9 Section 2.1. Sale and Purchase of the Notes. 9 Section 2.2. Closing 9 ARTICLE III REPRESENTATIONS AND WARRANTIES 11 Section 3.1. Representations and Warranties of the Company 11 Section 3.2. Representations and Warranties of the Investors. 17 ARTICLE IV COVENANTS 19 Section 4.1. Oversubscription. 19 Section 4.2. Exclusive Financing Right. 20 Section 4.3. Preferred Financing Partnership. 20 Section 4.4. Payment of Arrangement Fees. 21 Section 4.5. Governance Rights. 21 Section 4.6. Information Rights. 22 Section 4.7. Financing Cooperation. 22 Section 4.8. HKSE Listing 23 Section 4.9. Collateral Arrangement. 24 Section 4.10. Security Documents and Change in Law Event. 24 ARTICLE V ADDITIONAL AGREEMENTS 25 Section 5.1. Taking of Necessary Action. 25 Section 5.2. Conduct of Business. 26 Section 5.3. Use of Proceeds. 26 Section 5.4. Securities Laws. 26 Section 5.5. FPI Status. 27 Section 5.6. Conversion Price Matters 27 Section 5.7. Termination of Covenants. 27 ARTICLE VI INDEMNIFICATION 27 Section 6.1. Indemnification. 27 Section 6.2. Third Party Action. 28 ARTICLE VII MISCELLANEOUS 29 Section 7.1. Termination. 29 Section 7.2. Effect of Termination. 30 Section 7.3. Survival. 30 Section 7.4. Notices. 30 Section 7.5. Entire Agreement; Third Party Beneficiaries; Amendment. 31 Section 7.6. Counterparts. 32 Section 7.7. Confidentiality; Public Announcements. 32 Section 7.8. Expenses. 33 Section 7.9. Successors and Assigns. 34 Section 7.10. Governing Law; Arbitration. 35 Section 7.11. Severability 35 Section 7.12. Specific Performance. 35 Section 7.13. Headings 36 Section 7.14. Non-Recourse. 36 Schedule I: List of Investor Schedule II: Registration Rights Schedule III: Collateral Arrangements Schedule IV: 2025 Note Repurchase Exhibit A: Form of Indenture Exhibit B: Form of Joinder This INVESTMENT AGREEMENT (this “Agreement”), dated as of August 30, 2022, is by and among:
Sale and Purchase of the Notes. Subject to the terms and conditions of this Agreement, the Company will issue and sell to each Purchaser and each Purchaser will purchase from the Company, at the Closing provided for in Section 3, Notes of the series and in the principal amount specified opposite such Purchaser’s name in Schedule A at the purchase price of 100% of the principal amount thereof. Each Purchaser’s obligations hereunder are several and not joint and no Purchaser shall have any obligation or liability to any Person for the performance or nonperformance by any other Purchaser hereunder.
Sale and Purchase of the Notes. Subject to the terms and conditions of this Agreement, at the Closing the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase and acquire from the Company for the Purchase Price, (i) three hundred million dollars ($300,000,000) aggregate principal amount of Notes less (ii) the aggregate principal amount of the Purchased Notes (as defined in the Note Purchase Agreement) to the extent such Purchased Notes are acquired by LinkedIn on or prior to the Closing Date.
