Purchase and Sale of Common Units Sample Clauses

Purchase and Sale of Common Units. (a) Upon the terms and conditions set forth in this Agreement, on the date hereof, subject to and contemporaneously with the closing of the transactions contemplated by the Preferred Securities Purchase Agreement (the “Closing”), each Investor shall purchase from the Company, and the Company shall sell to such Investor, the number of Common Units set forth opposite such Investor’s name on Schedule A attached hereto for the aggregate consideration set forth opposite such Investor’s name on Schedule A attached hereto (the “Purchase Price”). The consideration to be paid by each Investor will consist of cash and/or the contribution to the Company of shares of common stock of Language Line Holdings, Inc. (“OldCo Shares”), as specified for each Investor on Schedule A attached hereto. At the Closing:
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Purchase and Sale of Common Units. (a) Upon the terms and conditions set forth in this Agreement, on the date hereof (the “Closing”), each Investor shall purchase from the Company, and the Company shall sell to such Investor, the number of Common Units set forth opposite such Investor’s name on Schedule A attached hereto for the aggregate consideration set forth opposite such Investor’s name on Schedule A attached hereto (the “Purchase Price”). The consideration to be paid by ABRY Partners is to be paid by contribution to the Company, for cancellation, of the notes identified on Schedule A attached hereto (the “Bridge Notes”). The consideration to be paid by ABRY Investment and the Preemptive Investors will be paid in cash in the amount set forth on Schedule A. At the Closing:
Sample 1
Purchase and Sale of Common Units. Upon the terms contained in this Agreement, each Buyer, severally and not jointly, hereby agrees to purchase from Issuer, and Issuer agrees to issue and sell to each Buyer, the number of Common Units set forth below opposite such Buyer's name (such number of Common Units to be purchased by each respective Buyer is referred to as the "Indicated Units"). Each Buyer will pay a purchase price of $18.50 per Common Unit for its Indicated Units resulting in an aggregate purchase price for each Buyer in the amount indicated below.
Sample 1
Purchase and Sale of Common Units. 2.1. Purchase and Sale of Common Units 2 2.2. Time and Place of Closing 2 2.3. Conditions to the Closing 3 2.4. Deliveries Upon Execution of this Agreement 4 2.5. Documents and Funds Held in Escrow 5 2.6. Deliveries at Closing 6 ARTICLE III. REPRESENTATIONS AND WARRANTIES OF QRC 3.1. Organization; Qualification 7 3.2. Authority; Enforceability 7 3.3. No Violation; Consents and Approvals 8 3.4. Class A Subordinated Units and Class B Subordinated Units 8 3.5. Material Contracts 8 3.6. Permits 9 3.7. Independent Petroleum Engineer 9 3.8. No Labor Dispute 9 3.9. Employee Benefit Plans 9
Sample 1
Purchase and Sale of Common Units. Upon the terms contained in this Agreement, each Buyer, severally and not jointly, hereby agrees to purchase from Issuer, and Issuer agrees to issue and sell to each Buyer, the number of Common Units set forth below opposite such Buyer’s name (such number of Common Units to be purchased by each respective Buyer is referred to as the “Indicated Units”). Each Buyer will pay a purchase price of $20.00 per Common Unit for its Indicated Units resulting in an aggregate purchase price for each Buyer in the amount indicated below. Aggregate Number of Common Units Purchase Price for Buyer (“Indicated Units”) Common Units Alerian Opportunity Partners IX, L.P. 500,000 $ 10,000,000 Bel Air MLP Energy Infrastructure Fund, LP 150,000 $ 3,000,000 Tortoise Capital Resources Corporation 235,000 $ 4,700,000 Tortoise Gas and Oil Corporation 465,000 $ 9,300,000 Dalea Partners, LP 300,000 $ 6,000,000 Hxxxx Capital MLP, LLC 200,000 $ 4,000,000 ZLP Fund, L.P. 250,000 $ 5,000,000 KED MME Investment Partners, LP 350,000 $ 7,000,000 Eagle Income Appreciation Partners, L.P. 322,500 $ 6,450,000 Eagle Income Appreciation II, L.P. 102,500 $ 2,050,000 Citigroup Financial Products, Inc. 625,000 $ 12,500,000 The Northwestern Mutual Life Insurance Company 250,000 $ 5,000,000 TOTAL 3,750,000 $ 75,000,000 The aggregate purchase price to be paid by each respective Buyer for Common Units (as reflected in Section 2.1) is referred to as the “Indicated Purchase Price.”
Sample 1
Purchase and Sale of Common Units. 1.1 Purchase and Sale of the Purchased Units. Diamondback hereby agrees to purchase up to 7,215,007 Common Units from the Partnership at a price of 27.72 per Common Unit (the “Purchase Price”) upon the following terms and conditions:
Sample 1
Purchase and Sale of Common Units. (a) Upon execution of this Agreement, each Purchaser will purchase, and the LLC will sell, the number of Common Units set forth next to such Purchaser's name on the Schedule of Purchasers attached hereto at a price of $1.00 per unit. The LLC will deliver to each Purchaser the certificate(s) representing such Common Units (if the Common Units are in certificated form), and each Purchaser will deliver to the LLC a check or wire transfer of immediately available funds in the aggregate amount set forth next to such Purchaser's name on the Schedule of Purchasers attached hereto as payment for such Common Units, and in any event the LLC will clearly reflect on its books and records that each Purchaser is the holder of such Common Units.
Sample 1
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Purchase and Sale of Common Units. (a) Upon the execution of this Agreement, the Purchasers will purchase, and the Company will sell 225,225.23 of the Company's Common Units (the "COMMON UNITS") at a price of $0.0333 per unit. Each Purchaser shall purchase the amount of Common Units set forth next to such Purchaser's name on SCHEDULE A attached hereto. Each Purchaser further agrees that in connection with the transactions contemplated by this Agreement, such Purchaser will execute and deliver to the Company, this Agreement, the Securityholders Agreement, the Registration Agreement and the LLC Agreement and each of the other agreements contemplated hereby or thereby and make the investment in the Company described herein. The Company will deliver the Purchasers copies of the certificates representing such Common Units purchased by each Purchaser, and each Purchaser will deliver to the Company a cashier's or certified check or wire transfer of funds in the aggregate amount of $2,500 as payment for the Common Units purchased by such Purchaser. The Common Units acquired by Purchasers pursuant to this SECTION 1(a) are referred to herein as "CARRIED UNITS".
Sample 1
Purchase and Sale of Common Units 
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Related to Purchase and Sale of Common Units

  • Purchase and Sale of Common Shares (a) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties set forth in Schedule B to this Agreement, the Purchaser hereby agrees to purchase from the Company and the Company hereby agrees to sell to the Purchaser, on the Closing Date, 104,500,000 Common Shares (the “Purchased Shares”) at a price of $48.60 per Purchased Share for an aggregate purchase price of $5,078,700,000 (the “Share Purchase Price”).

  • 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).

  • Purchase and Sale of Common Stock and Warrants (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, an aggregate of approximately 3,333,334 shares of Common Stock (the "Shares") at a price per share of $0.90 (the "Per Share Purchase Price") for an aggregate purchase price of $3,000,000 (the "Purchase Price"). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D ("Regulation D"), and Regulation S promulgated thereunder. and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

  • Purchase and Sale of Units The Purchaser hereby subscribes for and purchases from the Company, and the Company hereby issues and sells to the Purchaser, 25,000 units (the “Initial Units”) at a purchase price of approximately $.003478 per Initial Unit for an aggregate purchase price of $86.95. Each Initial Unit consists of one share of Common Stock and one warrant (an “Initial Warrant”) to purchase one additional share of Common Stock for $6.00 in accordance with the terms of the Warrant Agreement to be entered into by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, which shall be substantially in the form attached hereto as Exhibit A (the “Warrant Agreement”). The Initial Units, together with the underlying Common Stock and the Initial Warrants, are referred to herein as the “Securities.”

  • Purchase and Sale of Common Shares and Warrants (a)Purchase of Common Shares and Warrants. Subject to the satisfaction (or waiver) of the conditions set forth in Sections 6 and 7 below, the Company shall issue and sell to each Buyer, and each Buyer severally, but not jointly, shall purchase from the Company on the Closing Date (as defined below), the number of Common Shares as is set forth opposite such Buyer's name in column (4) on the Schedule of Buyers, along with the Warrants to acquire up to that number of Warrant Shares as is set forth opposite such Buyer's name in column (5) on the Schedule of Buyers (the “Closing”).

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

  • Purchase and Sale of the Units Upon the terms and subject to the conditions of this Agreement, at the Closing, the Sellers shall severally sell, assign, transfer, convey and deliver, or cause to be sold, assigned, transferred, conveyed and delivered, to the Purchaser, all of the Units, and the Purchaser shall purchase the Units, free and clear of any Encumbrances.

  • Purchase and Sale of Company Shares Sale of Company Shares

  • Purchase and Sale of Shares 2.1.1. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer and deliver to Buyer, free and clear of all Liens (other than Liens under the Securities Act and any other applicable state or foreign securities Laws), and Buyer shall purchase from Seller, all right, title and interest in and to the Shares.

  • Purchase and Sale of Shares Closing Subject to the terms and conditions of this Agreement, the Company agrees to sell to Purchaser at the Closing, and Purchaser agrees to purchase from the Company at the Closing, 10,000,000 shares of Common Stock (the “Shares”), at a price per share of $6.00 (the “Purchase Price”). Subject to the satisfaction or waiver of the covenants and conditions set forth in Sections 2.3 and 2.4, the Closing shall occur on the date hereof at the offices of Xxxxxxxx & Xxxxxxxx or such other location as the parties shall mutually agree.

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