Sale and Purchase of the Securities Sample Clauses

Sale and Purchase of the Securities. Upon the terms and subject to the conditions set forth in this Agreement and on the basis of the representations, warranties, covenants, agreements, undertakings and obligations contained herein, at the Closing (as defined in Section 2.1 hereof), Seller hereby agrees to sell to Purchaser, and Purchaser hereby agrees to purchase from Seller, the Securities, free and clear of any and all Liens (as defined in Section 8.11 hereof), for the consideration specified in this Article 1.
Sale and Purchase of the Securities. The Company agrees to sell to each Underwriter, and each Underwriter, on the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein stated, agrees to purchase from the Company, at the purchase price set forth in Schedule I hereto, the principal amount of Securities set forth opposite the name of such Underwriter in Schedule II hereto, except that, if Schedule I hereto provides for the sale of Securities pursuant to delayed delivery arrangements, the respective principal amounts of Securities to be purchased by the Underwriters shall be as set forth in Schedule II hereto, less the respective amounts of Contract Securities determined as provided below. Securities to be purchased by the Underwriters are herein sometimes called the "Underwriters' Securities" and Securities to be purchased pursuant to Delayed Delivery Contracts (as hereinafter defined) are herein called "Contract Securities". The obligations of the Underwriters under this Agreement are several and not joint. If so provided in Schedule I hereto, the Underwriters are authorized to solicit offers to purchase Securities, or a portion thereof, from the Company pursuant to delayed delivery contracts ("Delayed Delivery Contracts"), substantially in the form of Schedule III hereto but with such changes therein as the Company may authorize or approve, and the Underwriters will endeavor to make such arrangements. Delayed Delivery Contracts are to be with institutional investors, including commercial and savings banks, insurance companies, pension funds and educational and charitable institutions. The Company will make Delayed Delivery Contracts in all cases where sales of Contract Securities arranged by the Underwriters have been approved by the Company but, except as the Company may otherwise agree, each such Delayed Delivery Contract must be for not less than the minimum principal amount set forth in Schedule I hereto and the total principal amount of Contract Securities may not exceed the maximum principal amount set forth in Schedule I hereto. The Underwriters will not have any responsibility in respect of the validity or performance of Delayed Delivery Contracts. The principal amount of Securities to be purchased by each Underwriter as set forth in Schedule II hereto shall be reduced by an amount which bears the same proportion to the total principal amount of Contract Securities as the principal amount of Securities set forth opposit...
Sale and Purchase of the Securities. The Company agrees to sell to each Underwriter, and each Underwriter, on the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein stated, agrees to purchase from the Company, at the purchase price set forth in Schedule I hereto, the number of Securities set forth opposite the name of such Underwriter in Schedule II hereto.The obligations of the Underwriters under this Agreement are several and not joint.
Sale and Purchase of the Securities. Subject to the terms and conditions of this Agreement and the Note Indenture, contemporaneously with the execution hereof, the Company will issue, sell and deliver to each Purchaser and each Purchaser will purchase from the Company, (a) such principal amount of Notes, and (b) such amount of the aggregate liquidation preference of Preferred Stock, as is specified opposite such Purchaser's name on the signature pages hereto. The purchase price of the Securities shall be as set forth on the signature page of each Purchaser and shall be payable by each Purchaser to the Company in cash by wire transfer of immediately available funds.
Sale and Purchase of the Securities. In reliance upon the representations and warranties made herein, Seller agrees to sell the Securities to Purchasers, and Purchasers agree, severally and not jointly, to purchase the Securities from Seller.
Sale and Purchase of the Securities. Subject to the terms and conditions contained in this Agreement, each Purchaser agrees to purchase, severally and not jointly with respect to the other Purchasers, and the Company agrees to sell and issue to each Purchaser, at the Closing (as defined below), that number of shares of Series D Preferred Stock set forth opposite such Purchaser’s name on Schedule I attached hereto at a purchase price of $0.35 per share of Series D Preferred Stock (the “Purchase Price”) and the Warrants to purchase the Warrant Shares set forth opposite such Purchaser’s name on Schedule I attached hereto.
Sale and Purchase of the Securities. In reliance upon the representations and warranties made herein, Sellers agree to sell the Securities and transfer any and all rights associated with such Securities to Purchaser, and Purchaser agrees to purchase the Securities from Sellers as set forth opposite such Seller's name on Exhibit A.
Sale and Purchase of the Securities. Subject to the terms and conditions hereof and in reliance on the representations and warranties contained herein, or made pursuant hereto, the Company will issue and sell to each Purchaser as more particularly referred to below, and each Purchaser will purchase from the Company, on the Closing Date specified in Section 2.2, the Securities for the purchase price set forth next to the name of such Purchaser on Exhibit B, at an aggregate purchase price for all Purchasers of $802,500 (the "Aggregate Purchase Price").
Sale and Purchase of the Securities. 1.1 Sale and Purchase of the Securities. Subject to the terms and conditions hereof, Sellers hereby sell and assign to Purchaser, and Purchaser hereby purchases and accepts from Sellers, the Securities and the Ancillary Rights, for an aggregate purchase price of Three Million Five Hundred Fifty-eight Thousand Three Hundred Eighty-five Dollars ($3,558,385) (the “Purchase Price”), payable in cash at the Closing in the manner set forth in Section 1.2. The Purchase Price shall be allocated amongst the Securities as set forth in Schedule A attached hereto. 1.2 Closing. The closing of the sale of the Securities and the Ancillary Rights by Sellers to Purchaser and the purchase of the Securities and the Ancillary Rights by Purchaser from Sellers as contemplated by Section 1.1 (the “Closing”) shall take place simultaneously with the execution and delivery of this Agreement (the “Closing Date”). At the Closing: