Sale of the Common Stock Sample Clauses

Sale of the Common Stock. Grant of Option -----------------------------------------
Sample 1Sample 2
AutoNDA by SimpleDocs
Sale of the Common Stock. Concurrently herewith, the Company is issuing to Duke an aggregate of ( ) shares of the Company’s Common Stock, par value $.001 per share (the “Shares”), in consideration for the license to the Company of the Licensed Technology pursuant to the License Agreement and is delivering to each of Duke a stock certificate registered in such name evidencing the number of shares of the Shares being acquired by Duke as more specifically described on the signature page hereto, the receipt of which stock certificates and the execution and delivery by the Company of the License Agreement are hereby acknowledged by each of Duke. Concurrently herewith, Duke has executed and delivered to the Company the License Agreement, receipt of which is hereby acknowledged by the Company.
Sample 1Sample 2
Sale of the Common Stock. Subject to the terms and conditions ------------------------ hereof, and provided that the Purchaser remains a Director of the Company, the Company will sell to the Purchaser, and the Purchaser will purchase from the Company, ten thousand (10,000) shares of Common Stock at a purchase price (the "Purchase Price") of $3.00 per share, or a total of $30,000.
Sample 1
Sale of the Common Stock. Seller shall have delivered to Purchaser the Common Stock in the amounts and as otherwise provided herein.
Sample 1
Sale of the Common Stock. Subject to the terms and conditions of this Agreement, at the Closing (as defined in Section 2 below) Company will sell and issue to Purchaser, and Purchaser will acquire, 198,413 shares of Common Stock for $500,000 (or $2.52 per share) (the "Common Stock Purchase Price").
Sample 1
Sale of the Common Stock. In consideration of the issuance and sale of the Buyer Shares and in reliance on the representations, warranties and undertakings of Buyer herein, Seller shall sell and transfer to Buyer on the Closing Date, and Buyer shall purchase from Seller, the Common Stock, free and clear of all liens, claims, pledges, charges, agreements, and encumbrances of any kind whatsoever ("Liens"). In consideration of the transfer and sale of the Common Stock to Buyer and in reliance on the representations, warranties and undertakings of Seller herein contained, Buyer shall sell and issue to Seller, on the Closing Date, and Seller shall purchase from Buyer, the Buyer Shares free and clear of all Liens.
Sample 1
Sale of the Common Stock. In consideration of the issuance and sale of the HBDB Shares and in reliance on the representations, warranties and undertakings of HBDB herein, Seller shall sell and transfer to HBDB on the Closing Date, and HBDB shall purchase from Seller, the Common Stock, free and clear of all liens, claims, pledges, charges, agreements, and encumbrances of any kind whatsoever ("Liens"). In consideration of the transfer and sale of the Common Stock to HBDB and in reliance on the representations, warranties and undertakings of Seller herein contained, HBDB shall sell and issue to Seller, on the Closing Date, and Seller shall purchase from HBDB, the HBDB Shares free and clear of all Liens.
Sample 1
AutoNDA by SimpleDocs
Sale of the Common Stock. Concurrently herewith, the Company is selling to the Purchaser [ * ] shares of the Company’s Common Stock (the “Shares”) as partial payment off a license fee due to Purchaser under Section 3.4 of the License Agreement, and is delivering a stock certificate registered in the Purchaser’s name to the Purchaser representing the Shares, the receipt of which is hereby acknowledged.
Sample 1
Sale of the Common Stock. (a) Subject to the terms and conditions of this Agreement, the Company shall issue and sell to the Investor and the Investor shall purchase from the Company that number of shares of common stock (the “Shares”), par value $0.001 per share of the Company (the “Common Stock”) equal to the quotient obtained by dividing (i) Five Million U.S. Dollars (US$5,000,000) (the “Purchase Price”) by (ii) the Share Price determined in accordance with Section 1.1(b) below.
Sample 1

Related to Sale of the Common Stock

  • Registration of the Common Stock The Company agrees that as soon as practicable, but in no event later than fifteen (15) Business Days after the closing of its initial Business Combination, it shall use its best efforts to file with the Commission a registration statement for the registration, under the Securities Act, of the shares of Common Stock issuable upon exercise of the Warrants. The Company shall use its best efforts to cause the same to become effective and to maintain the effectiveness of such registration statement, and a current prospectus relating thereto, until the expiration of the Warrants in accordance with the provisions of this Agreement. If any such registration statement has not been declared effective by the 60th Business Day following the closing of the Business Combination, holders of the Warrants shall have the right, during the period beginning on the 61st Business Day after the closing of the Business Combination and ending upon such registration statement being declared effective by the Commission, and during any other period when the Company shall fail to have maintained an effective registration statement covering the shares of Common Stock issuable upon exercise of the Warrants, to exercise such Warrants on a “cashless basis,” by exchanging the Warrants (in accordance with Section 3(a)(9) of the Securities Act (or any successor rule) or another exemption) for that number of shares of Common Stock equal to the quotient obtained by dividing (x) the product of the number of shares of Common Stock underlying the Warrants, multiplied by the difference between the Warrant Price and the “Fair Market Value” (as defined below) by (y) the Fair Market Value. Solely for purposes of this subsection 7.4.1, “Fair Market Value” shall mean the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the date that notice of exercise is received by the Warrant Agent from the holder of such Warrants or its securities broker or intermediary. The date that notice of cashless exercise is received by the Warrant Agent shall be conclusively determined by the Warrant Agent. In connection with the “cashless exercise” of a Public Warrant, the Company shall, upon request, provide the Warrant Agent with an opinion of counsel for the Company (which shall be an outside law firm with securities law experience) stating that (i) the exercise of the Warrants on a cashless basis in accordance with this subsection 7.4.1 is not required to be registered under the Securities Act and (ii) the shares of Common Stock issued upon such exercise shall be freely tradable under United States federal securities laws by anyone who is not an affiliate (as such term is defined in Rule 144 under the Securities Act (or any successor statute)) of the Company and, accordingly, shall not be required to bear a restrictive legend. Except as provided in subsection 7.4.2, for the avoidance of any doubt, unless and until all of the Warrants have been exercised or have expired, the Company shall continue to be obligated to comply with its registration obligations under the first three sentences of this subsection 7.4.1.

  • Sale of Common Stock Subject to the terms and conditions of this Agreement, Company hereby agrees to sell to Purchaser and Purchaser hereby agrees to purchase from Company an aggregate of 88,351 shares of Company's Common Stock (the "Shares"), at the purchase price of $2.06 per share for an aggregate purchase price of $182,003.06.

  • Authorization of the Common Stock The Placement Shares, when issued and delivered, will be duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company against payment therefor pursuant to this Agreement, will be duly authorized, validly issued, fully paid and nonassessable.

  • Authorization of the Common Shares The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessable.

  • Issuance of the Company’s Common Stock The sale of the shares of Common Stock shall be made in accordance with the provisions and requirements of Regulation D and any applicable state securities law.

  • Purchase and Sale of Common Stock Subject to the terms and conditions set forth herein, the Company shall issue and sell to the Investor, and the Investor shall purchase from the Company, up to that number of Shares having an aggregate Purchase Price of Ten Million dollars ($10,000,000).

  • Adjustment of Exercise Price, Number of Shares of Common Stock or Number of the Company Warrants The Exercise Price, the number of shares covered by each Warrant and the number of Warrants outstanding are subject to adjustment from time to time as provided in Section 3 of the Warrant Certificate. In the event that at any time, as a result of an adjustment made pursuant to Section 3 of the Warrant Certificate, the Holder of any Warrant thereafter exercised shall become entitled to receive any shares of capital stock of the Company other than shares of Common Stock, thereafter the number of such other shares so receivable upon exercise of any Warrant shall be subject to adjustment from time to time in a manner and on terms as nearly equivalent as practicable to the provisions with respect to the shares contained in Section 3 of the Warrant Certificate and the provisions of Sections 7, 11 and 12 of this Agreement with respect to the shares of Common Stock shall apply on like terms to any such other shares. All Warrants originally issued by the Company subsequent to any adjustment made to the Exercise Price pursuant to the Warrant Certificate shall evidence the right to purchase, at the adjusted Exercise Price, the number of shares of Common Stock purchasable from time to time hereunder upon exercise of the Warrants, all subject to further adjustment as provided herein.

  • Issuance and Sale of Common Shares Section 2.01 (a)

  • Registration of Shares of Common Stock The Company agrees that as soon as practicable after the closing of its initial Business Combination, it shall use its best efforts to file with the Securities and Exchange Commission a registration statement for the registration, under the Act, of the shares of Common Stock issuable upon exercise of the Warrants, and it shall use its best efforts to take such action as is necessary to register or qualify for sale, in those states in which the Warrants were initially offered by the Company and in those states where holders of Warrants then reside, the shares of Common Stock issuable upon exercise of the Warrants, to the extent an exemption is not available. The Company will use its best efforts to cause the same to become effective and to maintain the effectiveness of such registration statement, and a current prospectus relating thereto, until the expiration of the Warrants in accordance with the provisions of this Agreement. If any such registration statement has not been declared effective by the 90th day following the closing of the Business Combination, holders of the Warrants shall have the right, during the period beginning on the 91st day after the closing of the Business Combination and ending upon such registration statement being declared effective by the Securities and Exchange Commission, and during any other period when the Company shall fail to have maintained an effective registration statement covering the shares of Common Stock issuable upon exercise of the Warrants, to exercise such Warrants on a “cashless basis” as determined in accordance with Section 3.3.1(c). The Company shall provide the Warrant Agent with an opinion of counsel for the Company (which shall be an outside law firm with securities law experience) stating that (i) the exercise of the Warrants on a cashless basis in accordance with this Section 7.4 is not required to be registered under the Act and (ii) the shares of Common Stock issued upon such exercise will be freely tradable under U.S. federal securities laws by anyone who is not an affiliate (as such term is defined in Rule 144 under the Act) of the Company and, accordingly, will not be required to bear a restrictive legend. For the avoidance of any doubt, unless and until all of the Warrants have been exercised on a cashless basis, the Company shall continue to be obligated to comply with its registration obligations under the first three sentences of this Section 7.4. The provisions of this Section 7.4 may not be modified, amended, or deleted without the prior written consent of the Representative.

  • Registration of Common Stock The Company agrees that prior to the commencement of the Exercise Period, it shall file with the Securities and Exchange Commission a post-effective amendment to the Registration Statement, or a new registration statement, for the registration, under the Act, of, and it shall take such action as is necessary to qualify for sale, in those states in which the Warrants were initially offered by the Company, the Common Stock issuable upon exercise of the Warrants. In either case, the Company will use its best efforts to cause the same to become effective and to maintain the effectiveness of such registration statement until the expiration of the Warrants in accordance with the provisions of this Agreement. The provisions of this Section 7.4 may not be modified, amended or deleted without the prior written consent of EBC.

Time is Money Join Law Insider Premium to draft better contracts faster.