STOCK TO BE PURCHASED Sample Clauses

STOCK TO BE PURCHASED. Subject to the terms and conditions contained in this Agreement, the Company agrees to issue and sell to Purchaser at the Closing (as defined in Section 1.03), and Purchaser agrees to purchase from the Company, Two Hundred Thousand (200,000) newly issued shares of Common Stock (the "Shares").
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STOCK TO BE PURCHASED. The Buyer shall purchase from the Sellers all the issued and outstanding capital stock of the Corporation, consisting of two hundred fifty thousand (250,000) shares of common stock, two hundred thousand (200,000) of which are owned by the Xxxxxxxx Xxxx Trust and forty-nine thousand nine hundred ninety-nine (49,999) of which are owned by the Xxxxxxxx Del Xxxxx Trust (the "Corporation's Stock"), thus transferring every asset reflected on the Corporation's financial statements and all other off-balance sheet assets, including all of the Corporation's right, title and interest in and to all tangible and intangible assets of the Corporation. Notwithstanding anything to the contrary in this agreement, Buyer shall not assume any liabilities or obligations of the Corporation not disclosed in the Corporation's unaudited financial statements for the quarter ending June 30, 1998, or specifically assumed and provided for in this Agreement.
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STOCK TO BE PURCHASED. Subject to the terms and conditions set forth in this Agreement, at the Closing, the Shareholders shall cause the Seller to sell and transfer to PSI, and PSI shall purchase from the Seller, all of the Seller’s right, title and interest in and to the PPPI Stock, which PPPI Stock represents all of the issued and outstanding shares of capital stock of PPPI.
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STOCK TO BE PURCHASED. A. The Buyer shall purchase from the Sellers Five Hundred Fifty Thousand (550,000) shares of common stock, representing all the issued and outstanding capital stock of Premium Finance Company of the V.I., Inc., a U.S. Virgin Islands Corporation engaged in the insurance premium financing business (hereinafter referred to as the "Corporation" or the "Company").
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STOCK TO BE PURCHASED. On Closing, Seller agrees to sell, transfer, convey, assign and deliver to Buyer, and Buyer agrees to purchase, acquire and accept from Seller, all of the Stock free and clear of all claims, liens, restrictions, suits, proceedings, calls, proxies, charges, options, security interests, and encumbrances of any kind.
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Related to STOCK TO BE PURCHASED

  • STOCK TO BE RESERVED The Company will at all times reserve and keep available out of its authorized Common Stock, solely for the purpose of issuance upon the exercise of this Warrant as herein provided, such number of shares of Common Stock as shall then be issuable upon the exercise of this Warrant. The Company covenants that all shares of Common Stock which shall be so issued, upon full payment of the Warrant Price therefor or as otherwise set forth herein, shall be duly and validly issued and fully paid and nonassessable and free from all taxes, liens and charges with respect to the issue thereof, and, without limiting the generality of the foregoing, the Company covenants that it will from time to time take all such action as may be required to ensure that the par value per share, if any, of the Common Stock is at all times equal to or less than the effective Warrant Price. The Company will take all such action as may be necessary to ensure that all such shares of Common Stock may be so issued without violation of any applicable law or regulation, or of any requirement of any national securities exchange or automated quotation system upon which the Common Stock of the Company may be listed or quoted. The Company will not take any action which results in any adjustment of the Warrant Price if the total number of shares of Common Stock issued and issuable after such action upon exercise of this Warrant would exceed the total number of shares of Common Stock then authorized by the Company's Certificate of Incorporation. The Company has not granted and will not grant any right of first refusal with respect to shares issuable upon exercise of this Warrant, and there are no preemptive rights associated with such shares.

  • Monies and Shares of Common Stock to Be Held in Trust All monies and shares of Common Stock received by the Trustee shall, until used or applied as herein provided, be held in trust for the purposes for which they were received. Money and shares of Common Stock held by the Trustee in trust hereunder need not be segregated from other funds except to the extent required by law. The Trustee shall be under no liability for interest on any money or shares of Common Stock received by it hereunder except as may be agreed from time to time by the Company and the Trustee.

  • Stock Consideration 3 subsidiary...................................................................53

  • Additional Shares or Options The Company hereby agrees that until the consummation of a Business Combination, it shall not issue any shares of Common Stock or any options or other securities convertible into Common Stock, or any preferred shares or other securities of the Company which participate in any manner in the Trust Account or which vote as a class with the Common Stock on a Business Combination.

  • Distributions Other Than Cash, Shares or Rights to Purchase Shares (a) Whenever the Company intends to distribute to the holders of Deposited Securities property other than cash, Shares or rights to purchase additional Shares, the Company shall give timely notice thereof to the Depositary and shall indicate whether or not it wishes such distribution to be made to Holders of ADSs. Upon receipt of a notice indicating that the Company wishes such distribution be made to Holders of ADSs, the Depositary shall consult with the Company, and the Company shall assist the Depositary, to determine whether such distribution to Holders is lawful and reasonably practicable. The Depositary shall not make such distribution unless (i) the Company shall have requested the Depositary to make such distribution to Holders, (ii) the Depositary shall have received satisfactory documentation within the terms of Section 5.7, and (iii) the Depositary shall have determined that such distribution is reasonably practicable.

  • Parent Shares All of the Parent Shares issuable in accordance with this Agreement will be, when so issued, duly authorized, validly issued, fully paid and non-assessable and free and clear of any liens (other than those created under federal and state securities laws or the Voting Agreement) and not subject to preemptive or other similar rights of the stockholders of Parent.

  • Fractional Shares of Common Stock (a) The Company shall not issue fractions of Warrants or distribute Warrant Certificates which evidence fractional Warrants. Whenever any fractional Warrant would otherwise be required to be issued or distributed, the actual issuance or distribution shall reflect a rounding of such fraction to the nearest whole Warrant (rounded down).

  • Share Consideration (a) At the Closing, the Limited Partners other than those Limited Partners who vote against the Merger and affirmatively elect to receive notes (the "Note Option") will be allocated American Spectrum Common Shares (the "Share Consideration") in accordance with the final Prospectus/Consent Solicitation Statement included in the Registration Statement.

  • Other Consideration As additional consideration, Purchaser shall also assume the Assumed Liabilities at the time of Closing.

  • Common Shares 4 Company...................................................................................... 4

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