Purchase and Sale of Shares and Warrant Sample Clauses

Purchase and Sale of Shares and Warrant. (a) On the terms and subject to the conditions set forth herein, the Investor agrees to purchase from the Company, and the Company agrees to issue and sell to the Investor: (i) 2,355,816 shares of Common Stock (the “Shares”); and (ii) the Warrant, substantially in the form of Exhibit A hereto, to acquire up to a number of shares of Common Stock (the “Warrant Shares” and, together with the Shares and the Warrant, the “Securities”) equal to the product of (A) the number Shares purchased by the Investor; and (B) 0.20 (rounded to the nearest full share of Common Stock). Notwithstanding the foregoing, in the event the number of Shares to be purchased by the Investor pursuant to clause (i) above would cause the Investor’s Beneficial Ownership (as defined below) of the Company to exceed 4.9% (without giving effect to the Warrant Shares (as defined below)) as of the Closing Date (as defined below), the number of Shares shall be reduced to the number that would equal 4.9% (without giving effect to the Warrant Shares) and the aggregate Purchase Price shall be reduced accordingly.
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Purchase and Sale of Shares and Warrant. Subject to the terms and conditions of this Agreement, at the Closing the Company will sell and issue to the Purchaser, and the Purchaser will purchase from the Company, the Shares for the purchase price of $0.35 per share, or an aggregate purchase price of $499,999.85 (the “Purchase Price”). In connection with and in consideration for the purchase of the Shares, the Company will issue the Warrant to the Purchaser for no additional consideration.
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Purchase and Sale of Shares and Warrant. On the Closing Date (as hereinafter defined), subject to the terms and conditions of this Agreement, the Investor hereby agrees to purchase, and the Company hereby agrees to sell and issue, the Shares and the Warrant.
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Purchase and Sale of Shares and Warrant. 1.1 Sale and Issuance of Shares and Warrant. SBC shall have joint and several liability for all of Investor's obligations under this Section 1.1.
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Purchase and Sale of Shares and Warrant. Upon the terms and conditions set forth herein, the Investor hereby agrees to purchase, and the Company hereby agrees to issue 6,000,000 Shares and the Warrant, free and clear of all liens, charges and encumbrances of any nature whatsoever ("LIENS") for an aggregate purchase price equal to $1,500,000 (which Purchase Price includes the Initial Payment). Pursuant to this Section, and as provided in the Common Stock Purchase Warrant, the initial exercise price of the Warrant per Share shall equal $0.85 (which price shall be subject to adjustment as specified in the Common Stock Purchase Warrant).
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Purchase and Sale of Shares and Warrant. Subject to and upon the terms and conditions set forth in this Agreement, the Company agrees to issue and sell to the Purchaser, and the Purchaser hereby agrees (i) to purchase from the Company, at the Closing, the number of Units representing the Shares and the Warrant to acquire the Warrant Shares at the Unit Price and (ii) to pay the purchase price set forth in the Recitals in this Agreement, which are incorporated herein.
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Purchase and Sale of Shares and Warrant 
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Related to Purchase and Sale of Shares and Warrant

  • Purchase and Sale of Shares and Warrants Subject to the satisfaction (or waiver) of the conditions to Closing set forth in this Agreement and the Escrow Agreement, each Subscriber shall purchase the Shares and Warrants for the portion of the Purchase Price indicated on the signature page hereto, and the Company shall sell such Shares and Warrants to the Subscriber. The Purchase Price for the Shares and Warrants shall be paid in cash. The entire Purchase Price shall be allocated to the Shares.

  • 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”).

  • Purchase and Sale of the Shares and Warrants Subject to the terms and conditions of this Agreement, on the Closing Date, each of the Investors shall severally, and not jointly, purchase, and the Company shall sell and issue to the Investors, the Shares and Warrants in the respective amounts set forth opposite the Investors’ names on the signature pages attached hereto in exchange for the Purchase Price as specified in Section 3 below.

  • 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.

  • 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 Preferred Shares and Warrants 1.1.1. On or prior to the Initial Closing, as hereinafter defined, the Company shall adopt and file the Certificate of Designation with the Secretary of State of the State of Delaware and authorize, execute and deliver the Warrant Agreement.

  • 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 the Warrants (i) As payment in full for the 4,000,000 Warrants being purchased under this Agreement, the Purchaser shall pay $6,000,000 (the “Purchase Price”), by wire transfer of immediately available funds in accordance with the Company’s wiring instructions, at least one (1) business day prior to the effective date of the Registration Statement, or on such other date as the Company and the Purchaser may agree.

  • Purchase and Sale of Purchased Shares At the Closing and on the terms and subject to the conditions set forth in this Agreement, Sellers shall sell and deliver to Purchaser, and Purchaser shall purchase from Sellers and pay therefor, the Purchased Shares, free and clear of any and all Encumbrances and in suitable form for transfer to Purchaser.

  • 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”).

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