Sale and Purchase of the Warrants Sample Clauses

Sale and Purchase of the Warrants. As additional consideration for --------------------------------- purchasing the Debentures, the Company agrees to issue to the Purchasers, severally and in the amounts set forth on Exhibit A hereto, Warrants to acquire --------- an aggregate of 2,760,918 shares of the Company's Common Stock, which represents 20% of the issued and outstanding capital stock of the Company at the Closing Date on a fully diluted basis (assuming, without limitation, the exercise of all warrants and options held by and distributed to the Company's agents and management, and after giving effect to the transactions contemplated by this Agreement).
Sample 1
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Sale and Purchase of the Warrants. Upon the terms and subject to the conditions set forth in this Agreement, immediately prior to the Reverse Merger Effective Time, the Holder shall sell, transfer, convey, assign and deliver to SEACOR, and SEACOR shall purchase and acquire from the Holder, all of the rights, title and interest in, to and under the Warrants, free and clear of all liens (the “Transfer”). In consideration of the consummation of the aforesaid Transfer and the covenants and agreements of the Holder set forth herein, SEACOR shall deliver to the Holder (A) for each share of Seabulk common stock subject to the Warrants, subject to adjustment pursuant to the terms of the Merger Agreement (i) 0.2694 of a validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, of SEACOR (“SEACOR Common Stock”) and (ii) $4.00 in cash (the “Per Share Merger Consideration”) minus (B) the aggregate amount of the exercise prices payable in respect of such Warrants (the “Warrant Consideration”). For purposes hereof, delivery of the Warrant Consideration, together with the Transfer is referenced to as, the “Warrant Exchange”.
Sample 1
Sale and Purchase of the Warrants. On the date of this Agreement, Seller shall sell to the Corporation, and the Corporation shall purchase from Seller, the Warrants.
Sample 1
Sale and Purchase of the Warrants. 2.1 Upon the terms and subject to the conditions herein contained, the Company agrees to sell to each Purchaser, and each Purchaser agrees to purchase from the Company at the Closing (as defined in Section 3), that number of Warrants set forth opposite such Purchaser’s name on Schedule I hereto (the “Schedule of Purchasers”) for the purchase price set forth opposite such Purchaser’s name, which amount represents the number of Warrants purchased by such Purchaser multiplied by the price per Warrant of $0.64. The purchase price to be paid by each Purchaser, as set forth on Schedule I, shall be referred to as the “
Sample 1
Sale and Purchase of the Warrants. 7 Sale and Purchase of the Series B Preferred Stock.....................8
Sample 1
Sale and Purchase of the Warrants. As additional consideration for purchasing the Convertible Notes, the Company agrees to issue to each Purchaser at the Closing a Warrant to purchase the number of shares of Common Stock set forth on Exhibit A hereto, which in the aggregate entitle the Purchasers to acquire Two Hundred Fifty Thousand (250,000) shares of the Company's Common Stock.
Sample 1
Sale and Purchase of the Warrants. In the event the Condition Precedent is satisfied (the “Triggering Event”), then the next business day immediately following the occurrence of the Triggering Event, the Company will issue to the Consultant the Warrants attached hereto in the forms of Exhibit A (the “Tranche 1A Warrant”), Exhibit B (the “Tranche 1B Warrant”), Exhibit C (the “Tranche 2 Warrant”) and Exhibit D (the “Tranche 3 Warrant” and, with the Txxxxxx 0X Xxxxxxx, Xxxxxxx 0X Xxxxxxx and Tranche 2 Warrant being collectively referred to as the “Warrants”). The Company shall reimburse the Consultant for all reasonable, documented and pre-approved out-of-pocket expenses incurred by the Consultant only in the performance of its consulting obligations hereunder. Notwithstanding the foregoing, the Company shall not reimburse any expense incurred by the Consultant that is related to the Consultant’s business overhead, including, but not limited to, office space, telephone use and/or service, computer equipment, office supplies or any employees or agents whom the Consultant may hire.
Sample 1
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Sale and Purchase of the Warrants 
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Related to Sale and Purchase of the Warrants

  • Sale and Purchase of the Shares On the basis of the representations, warranties and agreements contained in, and subject to the terms and conditions of, this Agreement:

  • SALE AND PURCHASE OF THE PURCHASED LOANS SHALL BE SUBJECT TO THE TERMS, CONDITIONS AND COVENANTS, INCLUDING THIS BLANKET ENDORSEMENT, AS SET FORTH IN THE INITIAL PURCHASE AGREEMENT. BY EXECUTION HEREOF, VL FUNDING ACKNOWLEDGES THAT VL FUNDING HAS READ, UNDERSTANDS AND AGREES TO BE BOUND BY ALL TERMS, CONDITIONS AND COVENANTS OF THE INITIAL PURCHASE AGREEMENT. THE SALE AND PURCHASE SHALL BE CONSUMMATED UPON FUNDING’S PAYMENT TO VL FUNDING OF THE INITIAL PAYMENT (AS DEFINED IN THE MASTER TERMS) AND, UNLESS OTHERWISE AGREED BY VL FUNDING AND FUNDING, SHALL BE EFFECTIVE AS OF THE DATE OF THE INITIAL RELATED XXXX OF SALE.

  • SALE AND PURCHASE OF THE SALE SHARES 2.1 On and subject to the provisions of this Agreement, at Completion the Seller shall sell, and the Purchaser shall purchase, the Sale Shares free and clear from all Encumbrances, together with all rights attaching to them as at Completion, including any right to receive dividends, distributions or any return of capital declared, made or paid with effect from Completion.

  • Sale and Purchase of Shares Upon the terms and subject to the conditions contained herein, on the Closing Date the Seller shall sell, assign, transfer, convey and deliver to the Purchaser, and the Purchaser shall purchase from the Seller, all of the Shares.

  • 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 Stock 1.1 Subject to the terms, provisions and conditions set forth herein, Seller hereby sells and delivers to Purchaser, and Purchaser hereby purchases and receives from Seller, the Shares, in exchange for the purchase price set forth hereinafter. Purchaser hereby acknowledges receipt of one or more stock certificates representing the Shares, duly endorsed or accompanied by duly executed stock transfer form.

  • Purchase of the Units (a) The Company agrees to issue and sell the Underwritten Units to the several Underwriters as provided in this underwriting agreement (this “Agreement”), and each Underwriter, on the basis of the representations, warranties and agreements set forth herein and subject to the conditions set forth herein, agrees, severally and not jointly, to purchase at a price per Unit of $9.80 (the “Purchase Price”) from the Company the respective number of Underwritten Units set forth opposite such Underwriter’s name in Schedule 1 hereto.

  • 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 Common Stock 1.1. Subject to the conditions hereof, the Company hereby agrees to issue and sell to Subscriber, and Subscriber hereby agrees to subscribe for and purchase from the Company, for investment, on the Closing Date (as defined below), the number of shares of Common Stock set forth next to Subscriber’s name on Schedule I hereto (the “Shares”) at a purchase price equal to the price per share to the public in the Public Offering, less the underwriting discounts and commission payable to the underwriters in the Public Offering (the “Purchase Price”).

  • Sale and Purchase of the Assets Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, the Seller shall sell, convey, assign, deliver and transfer to the Buyer, all of the Assets and the Buyer shall buy and take possession of, all of the Sellers' right, title and interest in and to the Assets.

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