Common use of The Acquisition Clause in Contracts

The Acquisition. (a) On the terms and subject to the conditions set forth in this Agreement, on the Closing Date, the Company (and to the extent applicable only to the consideration to be received by the Company Principal Shareholders, the Company Principal Shareholders) shall accept the Acquisition Offer described herein, and the Company shall issue to the Buyer the Purchased Shares, free and clear of all liens, pledges, encumbrances, charges, restrictions or known claims of any kind, nature, or description, except the Securities Act legend outlined herein in Section 3.03, which in the aggregate, when issued, will be fully-paid, non-assessable, and constitute approximately Seventy-Three Percent (73%) of the issued and outstanding shares of the Company. (b) The Buyer shall accept the Acquisition Offer, and shall, on the terms and conditions set forth in this Agreement, compensate the Company and the Company Principal Shareholders according to Appendix I of this Agreement (the “Consideration”). The Consideration shall include the agreement to issue certain equity in Common Stock and warrants, subject to future anti-dilution conditions (“Anti-Dilution Shares”), as more fully described in Appendix I.