Purchase Price; Form of Payment. The purchase price for the Preferred Shares and the Warrants to be purchased by Buyer hereunder shall be $2,000,000 (the "PURCHASE PRICE"). Buyer shall pay the Purchase Price by wire transfer of immediately available funds to the escrow agent (the "ESCROW AGENT") identified in those certain Escrow Instructions of even date herewith, a copy of which is attached hereto as Exhibit C (the "ESCROW INSTRUCTIONS"). Simultaneously with the execution of this Agreement and against receipt by the Escrow Agent of the Purchase Price, the Company shall deliver one or more duly authorized, issued and executed certificates (I/N/O Buyer or, if the Company otherwise has been notified, I/N/O Buyer's nominee) evidencing the Preferred Shares and the Warrants which the Buyer is purchasing, to the Escrow Agent or its designated depository. By executing and delivering this Agreement, Buyer and the Company each hereby agrees to observe the terms and conditions of the Escrow Instructions, all of which are incorporated herein by reference as if fully set forth herein.
Purchase Price; Form of Payment. The purchase price for the Debenture to be purchased by Buyer hereunder shall be $250,000 (the "Purchase Price"). Simultaneously with the execution of this Agreement, Buyer shall pay the Purchase Price by wire transfer of immediately available funds to the Company. Simultaneously with the execution of this Agreement, the Company shall deliver the Convertible Debenture and the Conversion Warrants (which shall have been duly authorized, issued and executed I/N/O Buyer or, if the Company otherwise has been notified, I/N/O Buyer's nominee).
Purchase Price; Form of Payment. The purchase price for the Debenture to be purchased by Holder hereunder shall be $1,000,000 (the “Purchase Price”). Simultaneously with the execution of this Agreement, Holder shall pay the Purchase Price by wire transfer of $100,000 in immediately available funds to the Company and delivery to the Company of a Secured Promissory Note in the principal amount of $900,000, in the form attached hereto as Exhibit A (the “Promissory Note”). Simultaneously with the execution of this Agreement, the Company shall deliver the Debenture (which shall have been duly authorized, issued and executed I/N/O Holder or, if the Company otherwise has been notified, I/N/O Holder’s nominee) to the Holder.
Purchase Price; Form of Payment. The purchase price for the Debenture to be purchased by Buyer hereunder shall be $300,000 (the "PURCHASE PRICE"). Simultaneously with the execution of this Agreement, Buyer shall pay $150,000 of the Purchase Price (the "Initial Purchase Price") by wire transfer of immediately available funds to the Company. Simultaneously with the execution of this Agreement, the Company shall deliver the Convertible Debenture and the Conversion Warrants (which shall have been duly authorized, issued and executed I/N/O Buyer or, if the Company otherwise has been notified, I/N/O Buyer's nominee). Upon notification and verification that the Registration Statement for the Conversion Shares (as defined below) and the shares of Common Stock issuable upon exercise of the Conversion Warrants (the "WARRANT SHARES") has been declared effective by the Securities and Exchange Commission, Buyer shall immediately send via wire the remainder of the Purchase Price, provided however that Buyer shall not be obligated to fund the remainder of the Purchase Price if, on the date that the Registration Statement has been declared effective, the closing price of the Stock is $0.10 or less.
Purchase Price; Form of Payment. The aggregate purchase price for the Shares and the Warrants to be purchased by each Investor (the “Purchase Price”) shall be the amount set forth opposite such Investor’s name in column (2) on Schedule I. On the Closing Date: (i) each Investor shall pay its respective Purchase Price to the Company for the Shares and the Warrants to be issued and sold to such Investor at the Closing, by wire transfer of immediately available funds in accordance with the Company’s written wire instructions; and (ii) the Company shall deliver to each Investor one or more certificates representing such aggregate number of Common Shares as is set forth opposite such Investor’s name in column (3) of Schedule I, and a Warrant pursuant to which such Investor shall have the right to acquire up to such number of Warrant Shares as is set forth opposite such Investor’s name in column (4) of Schedule I, in all cases, duly executed on behalf of the Company and registered in the name of such Investor or its designee.
Purchase Price; Form of Payment. The purchase price for the Preferred Stock and Warrants to be purchased by each Buyer hereunder shall be equal to ten thousand dollars ($10,000) times the number of shares of Preferred Stock purchased (the "Purchase Price"). Each Buyer shall pay the Purchase Price on the date hereof by wire transfer of immediately available funds to the escrow agent (the "Escrow Agent") identified in those certain Escrow Instructions of even date herewith, a copy of which is attached hereto as Annex II (the "Escrow Instructions"). Simultaneously against receipt by the Escrow Agent of the Purchase Price, the Company shall deliver one or more duly authorized, issued and executed certificates (I/N/O Buyer) evidencing the Securities, to the Escrow Agent or its designated depository. By executing and delivering this Agreement, Buyer and the Company each hereby agrees to observe the terms and conditions of the Escrow Instructions, all of which are incorporated herein by reference as if fully set forth herein.
Purchase Price; Form of Payment. The purchase price for the Debenture to be purchased by Holder hereunder shall be $1,250,000 (the “Purchase Price”). Simultaneously with the execution of this Agreement, Holder shall pay $125,000 of the Purchase Price (the “Initial Purchase Price”) by wire transfer of immediately available funds to the Company. Simultaneously with the execution of this Agreement, the Company shall deliver the Convertible Debenture (which shall have been duly authorized, issued and executed I/N/O Holder or, if the Company otherwise has been notified, I/N/O Holder’s nominee). Upon notification and verification that the Registration Statement for the Conversion Shares has been declared effective by the Securities and Exchange Commission (“Commission”), and such shares can legally be issued to Holder (such date, the “Effective Date”), Holder shall pay the Company as follows: (1) $312,500 of the Purchase Price by wire transfer of immediately available funds to the Company and, (2) the balance of $812,500 by wire to the Escrow Agent. The Escrow Agent shall release (by wire transfer to an account designated by the Company) $200,000 of such amount on the first day of each month, beginning with the second month following the Effective Date, and continuing until the full Purchase Price has been paid, provided that, at the time that any funds are to be paid by the Escrow Agent to the Company: (a) the value of the Conversion Shares remaining under the Registration Statement is at least $400,000 (calculated by multiplying the number of remaining shares registered under the Registration Statement that are available for issuance as Conversion Shares by the Volume Weighted Average Prices of the stock for the five Trading Days prior to the date that funds are to be released by the Escrow Agent), and (b) the Company has complied with all of the terms and conditions of the Debenture and this Agreement. ______________ Initials ____________ Initials Subject to the two conditions set forth in subclauses (a) and (b) immediately above, release of amounts from the Escrow to the Company following the Effective Date shall be subject to no contingency whatsoever, other than the passage of time. Further, in the event funds are not required to be disbursed from the Escrow due to the existence of the contingency provided in subclause (a) above, the Company shall not be deemed to be in default under any provision of this Agreement, the Debenture or the Registration Rights Agreement by reason of the failu...
Purchase Price; Form of Payment. The purchase price for the Debenture to be purchased by Holder hereunder shall be $300,000 (the “Purchase Price”). Simultaneously with the execution of this Agreement, Holder shall pay the Purchase Price by wire transfer of immediately available funds to the Company. Simultaneously with the execution of this Agreement, the Company shall deliver the Convertible Debenture and the Warrants (which shall have been duly authorized, issued and executed I/N/O Holder or, if the Company otherwise has been notified, I/N/O Holder’s nominee).
Purchase Price; Form of Payment. The Purchase Price for each one one-thousandths of a share of Preferred Stock pursuant to the exercise of a Right shall initially be $40.00, and shall be subject to adjustment from time to time as provided in Sections 11 and 13(a). The payment of the Purchase Price and any applicable transfer tax (as such amount may be reduced pursuant to Section 11(a)(iii)) shall be made in cash, or by certified check or official bank check payable to the order of the Company or by delivery of a certificate or certificates (with appropriate stock powers executed in blank attached thereto) evidencing a number of shares of Common Stock equal to the then Purchase Price divided by the closing price (as determined pursuant to Section 11(d)) per share of Common Stock on the Trading Day immediately preceding the date of such exercise. In the event that the Company is obligated to issue other securities (including Common Stock) of the Company, pay cash and/or distribute other property pursuant to Section 11(a) hereof, the Company will make all arrangements necessary so that such other securities, cash and/or other property are available for distribution by the Rights Agent, if and when appropriate. The Company reserves the right to require prior to the occurrence of a Triggering Event that, upon any exercise of Rights, a number of Rights be exercised so that only whole shares of Preferred Stock would be issued.
Purchase Price; Form of Payment. The purchase price for the Common Stock to be purchased by Purchaser hereunder shall be $3,500,000 (the “Purchase Price”) to be evidenced by a promissory note from Purchaser as set forth in Exhibit A to this Agreement.
