Purchase and Sale of the Debenture. Subject to the terms and conditions of this Agreement, on the Closing Date, the Company shall sell and issue to the Investor, a Debenture in the principal amount of $55,000 in exchange for $55,000.
Purchase and Sale of the Debenture. Subject to the terms and conditions of this Agreement, on the Closing Date, the Company shall sell and issue to the Investor, a Debenture in the principal amount of $_______ in exchange for $_______.
Purchase and Sale of the Debenture. Subject to the terms and conditions of this Agreement, on the Closing Date, the Company shall sell and issue to the Investor, a Debenture in the principal amount of up to $125,000, it being understood and acknowledged that in accordance with the terms of such Debenture, the Investor may, in its discretion make payments to the Company up to the aggregate Purchase Price of $125,000, during the 120 day period commencing on the issuance date of the Debenture, and the principal amount owed under the Debenture will be equal to such actual Purchase Price paid by the Investor
Purchase and Sale of the Debenture. Upon the terms and conditions herein contained, at the Closing (as hereinafter defined), the Seller hereby sells, assigns and transfers to the Buyer and the Buyer agrees to purchase from the Seller the “Transferred Rights” of the Seller and all rights thereto, free and clear of all liens, claims, pledges, mortgages, restrictions, obligations, security interests and encumbrances of any kind, nature and description. Transferred Rights shall mean all rights with respect the Assigned Portion. By its signature hereto, the Borrower accepts the assignment of the Transferred Rights to Buyer and agrees that Buyer may convert the Transferred Rights into shares of the Company’s common stock.
Purchase and Sale of the Debenture. Subject to the terms and conditions of this Agreement, the Company shall sell and issue to the Investor (i) Convertible Note(s) in the principal amount of $80,000 and (ii) Warrant Certificates covering 1,500,000 Warrant Shares.
Purchase and Sale of the Debenture. Subject to the terms and conditions of this Agreement, the Company shall sell and issue to the Investor (i) a Convertible Debenture in the principal amount of $55,556 together with 10,000 shares of its Common Stock.
Purchase and Sale of the Debenture. At the Closing, the Company shall sell to the Purchaser, and subject to the terms and conditions set forth herein, the Purchaser shall purchase from the Company the Debenture in the aggregate principal amount of $2,123,000.00 (the "PURCHASE PRICE").
Purchase and Sale of the Debenture. Subject to the terms and conditions of this Agreement, the Company shall sell and issue to the Investor a Convertible Debenture in the principal amount of $40,000.00. The Investor shall have piggy-back registration rights with respect to the Debenture. If the Company participates (whether voluntarily or by reason of an obligation to a third party) in the registration of any shares of the Company's stock (other than a registration on form S-8 or on form S-4), the company shall give notice to the Investor and the investor shall have the right, exercisable within ten (10) trading days after the receipt of such notice, to demand inclusion of all or a portion of the Debenture in such registration statement. If the Investor exercises such election, the debenture shall be included at no cost or expense to the Investor.
Purchase and Sale of the Debenture. Section 1.1
Purchase and Sale of the Debenture. Upon the following terms and conditions, the Company shall issue and sell to the Purchaser and the Purchaser shall purchase from the Company a convertible debenture in the principal amount of $9,000,000 (the “Debenture”), convertible into 2,465,753 of shares of the Company’s Series B Convertible Preferred Stock, par value $0.001 per share (the “Preferred Shares”), (equivalent to a purchase price of $3.65 per Preferred Share), which is initially convertible into 2,465,753 shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”). The terms of the Debenture are set forth in the Debenture, a form of which is attached hereto as Exhibit H. The designation, rights, preferences and other terms and provisions of the Preferred Shares are set forth in the Certificate of Designation of the Relative Rights and Preferences of the Series B Convertible Preferred Stock attached hereto as Exhibit B (the “Certificate of Designation”). The Company and the Purchaser are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Rule 506 of Regulation D (“Regulation D”), as promulgated by the United States Securities and Exchange Commission (the “Commission”), under the Securities Act of 1933, as amended (the “Securities Act”), or Section 4(2) of the Securities Act.
