Sale of Notes and Warrants. Subject to the terms and conditions of this Agreement, at the Closing, the Company shall sell and issue to ComVest (i) a Note in the principal amount of Four Million Dollars ($4,000,000) (the "ComVest Note") and (ii) a Warrant to purchase up to a number of shares of Common Stock, as set forth in the ComVest Warrant, in exchange for a purchase price equal to Eighty Dollars ($80) (the "ComVest Warrant"). Subject to the terms and conditions of this Agreement, at the Closing, the Company shall sell and issue to DCC (i) a Note in the principal amount of One Million Dollars ($1,000,000) (the "DCC Note") and (ii) a Warrant to purchase up to a number of shares of Common Stock, as set forth in the DCC Warrant, in exchange for a purchase price equal to Twenty Dollars ($20) (the "DCC Warrant"). Subject to the terms and conditions of this Agreement, ComVest shall purchase and acquire from the Company the ComVest Note and the ComVest Warrants, free and clear of all liens and encumbrances and DCC shall purchase and acquire from the Company the DCC Note and the DCC Warrant, free and clear of all liens and encumbrances.
Sale of Notes and Warrants. Subject to the terms and conditions of this Agreement, at the Closing (as defined ion Section 2.1), the Company will sell and each of the Purchasers will purchase (a) the Notes in the principal amounts set forth on Exhibit A hereto and (b) the Warrants. The terms and provisions of the Notes and Warrants are more fully set forth in the form of 10% Promissory Note, a true and correct copy of which is attached hereto as Exhibit C, and in the form of Warrant, a true and correct copy of which is attached hereto as Exhibit D, respectively. This Agreement, the Notes, the Warrants and the Registration Rights Agreement (as defined herein) are sometimes collectively referred to as the “Transaction Documents”.
Sale of Notes and Warrants. Subject to the terms and conditions of this Agreement, at the Closing, the Company will sell and each of the Purchasers will purchase severally and not jointly the Shares, Notes in the principal amounts set forth on EXHIBIT A attached hereto and Warrants. The terms and provisions of the Notes and Warrants are more fully set forth in the forms of Note and Warrant, true and correct copies of each are attached hereto as EXHIBITS C and D, respectively.
Sale of Notes and Warrants. At the Initial Closing, Seller shall issue to Buyer, and Buyer shall purchase from Seller, for the Purchase Price (as defined in Section 1.2(a) hereof), the Initial Note and the Initial Warrant (together, the "Securities"). Subject to
Sale of Notes and Warrants. Subject to the terms and conditions hereof, the Company will issue and sell to the Investors, and the Investors will purchase from the Company, the Notes and Warrants in the respective amounts set forth opposite each such Investor's name on Exhibit A. The obligations of the Investors are several and not joint.
Sale of Notes and Warrants. At the Initial Closing, Seller shall issue to Buyer, and Buyer shall purchase from Seller, for the Purchase Price (as defined in Section 1.2(a) hereof), the Initial Note and the Initial Warrant (together, the "Securities"). Subject to Section 1.3 hereof, at each and any of the Subsequent Closings (as defined in Section 2.1 hereof), Seller shall issue to Buyer, and Buyer shall purchase from Seller, for the applicable Additional Purchase Price (as defined in Section 1.2(a) hereof), an Additional Note and an Additional Warrant (together, the "Additional Securities").
Sale of Notes and Warrants. (a) On the Initial Closing Date (as defined in Section 1.03(a)), and on the terms and subject to the satisfaction of the applicable conditions set forth in this Agreement, the Company shall issue and sell to each Purchaser, and each Purchaser shall, severally and not jointly, purchase from the Company the principal amount of the Notes and the number of Warrants set forth opposite such Purchaser’s name in Part I of Annex I for the purchase price (the “Purchase Price”) set forth therein under “Aggregate Purchase Price.”
Sale of Notes and Warrants. Subject to the terms and conditions -------------------------- hereof, the Company will issue and sell to the Purchasers, and the Purchasers will buy from the Company, Notes in the respective amounts specified opposite each Purchaser's name on the Schedule of Purchasers for the respective consideration specified next to each Purchaser's name. Further, the Company will issue and sell to each Purchaser, and each Purchaser will buy from the Company, a Warrant exercisable for a number of Warrant Shares equal to twenty percent (20%) of the outstanding principal balance of the Note held by such Purchaser (the "Warrant Coverage") divided by the per share purchase price of ---------------- the securities issued in the next Equity Financing. The purchase price for each Warrant shall be equal to $100.00 per $100,000 of Warrant Coverage.
Sale of Notes and Warrants. Subject to the terms and conditions of this Agreement, at the Closing, the Company will sell and each of the Purchasers will purchase (a) the Notes in the principal amounts set forth on Schedule A hereto and (b) the Warrants. The terms and provisions of the Notes and Warrants are more fully set forth in the form of Senior Subordinated Promissory Note, a true and correct copy of which is attached hereto as Exhibit C, and in the form of Warrant, a true and correct copy of which is attached hereto as Exhibit D, respectively.
Sale of Notes and Warrants. (a) Subject to the terms and conditions hereof, at the Initial Closing (as defined in Section 2) or any subsequent Closing (as defined in Section 2), the Company shall sell to each Purchaser, and, subject to satisfaction of the conditions set forth in this Agreement, each such Purchaser will purchase from the Company, (i) a Note in a principal amount as set forth next to such Purchaser’s name on Schedule I hereto for a purchase price equal to the purchase price set forth next to such Purchaser’s name on Schedule I hereto under the column “Note Purchase Price” (the “Note Purchase Price”), and (ii) a Warrant exercisable for that number of shares of Common Stock set forth next to such Purchaser’s name on Schedule I hereto for a purchase price equal to the purchase price set forth next to such Purchaser’s name on Schedule I hereto under the column “Warrant Purchase Price” (the “Warrant Purchase Price” and together with the Note Purchase Price, the “Purchase Price”). The sale and purchase of the Notes and Warrants to each Purchaser shall constitute a separate sale and purchase hereunder. Notwithstanding the foregoing, the Purchasers hereby acknowledge that the Warrants shall only be exercisable if the Warrants have been approved by a majority of the Company’s stockholders whose vote is counted at the Stockholders Meeting (as defined in Section 9) in accordance with Section 9 of this Agreement.
