Unit Offering Sample Clauses
The Unit Offering clause defines the terms under which units of a property, investment, or product are made available for purchase or subscription. Typically, it outlines the number of units being offered, the price per unit, eligibility requirements for purchasers, and the process for subscribing or purchasing these units. For example, in a real estate or investment context, this clause would specify how many shares or interests are available and the timeline for the offering. Its core practical function is to provide clear parameters for the offering, ensuring transparency and setting expectations for both the issuer and potential buyers.
Unit Offering. Subject to the satisfaction of the terms and conditions of this Agreement, the Purchasers irrevocably agree to invest an additional One Million Five Hundred Thousand Dollars ($1,500,000) in equity into Phage within seven (7) days from the date Phage files a Form 10SB-12g with the Commission. Phage in consideration of this investment has agreed to issue to the Purchasers 2,142,857 units on receipt of these funds. Each "Initial Unit" will consist of one share of Phage Common Stock and one common stock purchase warrant (the "Series One Warrant"). For every one and a half Warrants the holder will be entitled to acquire one additional share of common stock of Phage at an exercise price of $0.70 per share. These Warrants will be exercisable at any time on or before September 15, 2001 and their right of exercise will be subject to the Purchasers having fully exercised the Warrants received at the Initial Closing.
Unit Offering. 13 6.16 Form 10SB-12g............................................................................................... 13
Unit Offering. The Borrower proposes to issue units (each, a “Unit”), with each Unit being comprised of one common share in the capital of the Borrower (each, a “Common Share”) and one half of one Common Share purchase warrant (each, a “Warrant”), pursuant to a unit offering (the “Offering”). In the event that the Offering is not fully subscribed for, the Lender will, at the request of the Borrower, subscribe under the Offering for Units having a total subscription price of the lesser of the deficiency in the gross proceeds of the Offering and $1,000,000 (the “Base Standby Commitment Amount”) subject to an increase to up to $1,500,000 pursuant to the Facility Top-Up (as defined and described below) to the extent used by the Lender to subscribe for Units (the “Total Standby Commitment Amount”). It is acknowledged and agreed that the foregoing subscription may be subordinate to another party’s standby subscription under the Offering. In the event that the Borrower is not able to raise a minimum of $2,400,000 under the Offering (inclusive of the Base Standby Commitment Amount), the Lender will, at its option,
(i) increase the Total Standby Commitment Amount from $1,000,000 to the lesser of the deficiency in the gross proceeds of the Offering and $1,500,000 or (ii) subject to the terms and conditions of this Agreement, make available to the Borrower a further advance under the Facility, or a combination thereof (the “Facility Top-Up”). The amount of the Facility Top-Up will be equal to the lesser of (i) $500,000 and (ii) the difference between $2,400,000 and the gross proceeds of the Offering (inclusive of the Base Standby Commitment Amount). The Lender’s subscription price for Units hereunder shall be satisfied by:
(a) a cash payment;
(b) a set off of a corresponding amount outstanding, if any, under the Facility (i.e. as a repayment of the amount owing by the Borrower to Lender pursuant to the Facility); or
(c) a combination thereof. The method by which the Lender shall subscribe for Units shall be at the option of the Lender. The availability of funds under the Facility will be permanently reduced by any amounts utilized by the Lender to subscribe for Units pursuant to the Offering.
Unit Offering. 1.1 On the basis of the representations and warranties and subject to the terms and conditions set forth in this Unit Subscription Agreement (the "Subscription Agreement"), Michepro Holding Ltd, by ▇▇. ▇▇▇ ▇▇▇▇▇ as trustee (the "Investor") hereby agrees to subscribe for and purchase 2,307,692 Units (the "Unit Offering") offered by OWC Pharmaceutical Research Corp., a Delaware corporation with offices located at ▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇.▇.▇. ▇▇▇▇, Petach Tikva 4918103 Israel (the “Company”), at a Unit purchase price of US$0.13 per Unit (the Unit Purchase Price") pursuant to the terms and conditions set forth in this Subscription Agreement.
1.2 The undersigned Investor understands that: (i) this Unit Offering by the Company is being made only to persons/institutions who are not U.S. Persons, as defined in Rule 902 of Regulation S promulgated by the United States Securities and Exchange Commission (“SEC”) under the Securities Act of 1933, as amended (the “Act”) and that the Company will not offer Units nor accept subscriptions from any person and/or entity that is not a U.S. Person as defined in Rule 902 of Regulation S; and (ii) each Unit is comprised of one (1) share of the Company's common stock (the "Shares") and one (1) 761,538 Class G Warrant exercisable for a period of twenty four (24) months to purchase additional Shares at an exercise price of $0.25 per Share (the "Warrant Exercise Price"), and 761,538 Class H Warrant exercisable for a period of thirty six (36 ) months to purchase additional Shares at an exercise price of $0.4 per Share (the "Warrant Exercise Price").
1.3 On the basis of the representations and warranties of the Investor and subject to the terms and conditions set forth herein, the Company, by its execution and delivery of the counter-signed copy of this Subscription Agreement, hereby irrevocably agrees to accept the subscription and sell to the undersigned the Units subscribed for herein.
1.4 Subject to the terms hereof, this Subscription Agreement will be effective upon receipt by the Company of the proceeds equal to the Unite Purchase Price multiplied by the number of Units subject to this Subscription Agreement (the "Subscription Proceeds").
Unit Offering. 21 ARTICLE IV Conditions............................................................................................22 Section 4.1 Conditions Precedent to the Obligation of the Company to Sell the Shares..............22 Section 4.2 Conditions Precedent to the Obligation of the Purchasers to Purchase the Shares.......23
Unit Offering. TERMS OF THE OFFERING: 24 Units, each Unit consisting of a promissory note in the amount of $25,000 and warrants (the "Warrants") to purchase 6,500 shares of the common stock (the "Common Stock") of Golf One, Inc., a Delaware corporation (the "Company") or "Golf" GROSS PROCEEDS: Maximum - $800,000; Minimum - $25,000
Unit Offering. 24 -iv- SECURITIES EXCHANGE, PURCHASE AND HOLDERS AGREEMENT SECURITIES EXCHANGE, PURCHASE AND HOLDERS AGREEMENT, dated July 31, 2002 (the "Agreement"), by and among ERICO GLOBAL COMPANY, a Delaware corporation (the "Company"), CITICORP VENTURE CAPITAL EQUITY PARTNERS, L.P., a Delaware limited partnership, CVC EXECUTIVE FUND LLC, a Delaware limited liability company, CVC/SSB EMPLOYEE FUND, L.P., a Delaware limited partnership (collectively, the "Fund"),and ▇▇▇▇▇▇▇ ▇▇▇ ("Roj") and the other individuals listed on the signature pages hereto as "Management Investors" (such individuals, together with Roj, the "Management Investors"). The Fund and the Management Investors are sometimes referred to hereinafter individually as an "Investor" and collectively as the "Investors."
Unit Offering. 3 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT, dated January 7, 2005 (the "Agreement"), by and among GMH HOLDING COMPANY, a Delaware corporation (the "Company"), CITIGROUP VENTURE CAPITAL EQUITY PARTNERS, L.P., a Delaware limited partnership, CVC EXECUTIVE FUND LLC, a Delaware limited liability company, CVC/SSB EMPLOYEE FUND, L.P., a Delaware limited partnership (collectively, the "Fund"), COURT SQUARE CAPITAL LIMITED, a Delaware corporation ("Court Square") the other persons listed on the signature pages hereto as "CVC Co-Investors" (such persons, the "CVC Co-Investors"), and the other individuals listed on the signature pages hereto as "Management Investors" (such individuals, the "Management Investors"). The Fund, Court Square, the CVC Co-Investors and the Management Investors are sometimes referred to hereinafter individually as an "Investor" and collectively as the "Investors."
Unit Offering. In addition to the 2,000,000 shares or options outstanding as provided in the preceding paragraph, the Company shall create, sell and issue 2,000,000 units ("Units") at a price of US$0.05