Common use of Sale and Issuance of Common Stock Clause in Contracts

Sale and Issuance of Common Stock. Subject to the terms and conditions of this Agreement, the Investor agrees to purchase from the Company, and the Company agrees to sell and issue to the Investor, the Shares (as defined below) at a purchase price per share of 98.5% of the initial public offering price (before underwriting discounts and expenses) in the Qualified IPO (as defined below) (the “IPO Price”). “Shares” shall mean the number of shares of Common Stock of the Company, par value $0.0001 (the “Common Stock”), equal to $100,000,000 divided by the IPO Price, rounded up to the nearest whole share. “Qualified IPO” shall mean the issuance and sale of shares of the Common Stock by the Company, pursuant to an Underwriting Agreement to be entered into by and among the Company and certain underwriters (the “Underwriters”), in connection with the Company’s initial public offering pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-239050) (as amended, the “Registration Statement”) and/or any related registration statements (the “Underwriting Agreement”).

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Black Knight, Inc.), Common Stock Purchase Agreement (Dun & Bradstreet Holdings, Inc.), Common Stock Purchase Agreement (Dun & Bradstreet Holdings, Inc.)

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Sale and Issuance of Common Stock. Subject to the terms and conditions of this Agreement, the Investor agrees to purchase from the Company, and the Company agrees to sell and issue to the Investor, the Shares (as defined below) at a purchase price per share of 98.5% of the initial public offering price (before underwriting discounts and expenses) in the Qualified IPO (as defined below) (the “IPO Price”). “Shares” shall mean the number of shares of Common Stock of the Company, par value $0.0001 (the “Common Stock”), equal to $100,000,000 200,000,000 divided by the IPO Price, rounded up to the nearest whole share. “Qualified IPO” shall mean the issuance and sale of shares of the Common Stock by the Company, pursuant to an Underwriting Agreement to be entered into by and among the Company and certain underwriters (the “Underwriters”), in connection with the Company’s initial public offering pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-239050) (as amended, the “Registration Statement”) and/or any related registration statements (the “Underwriting Agreement”).

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Cannae Holdings, Inc.), Common Stock Purchase Agreement (Dun & Bradstreet Holdings, Inc.)

Sale and Issuance of Common Stock. Subject to the terms and conditions of this Agreement, the Investor agrees to purchase from the Company, and the Company agrees to sell and issue to the Investor, the Shares (as defined below) at a purchase price per share of 98.5% of equal to the per share initial public offering price (before underwriting discounts and expenses) in the Qualified IPO (as defined below) (the “IPO Price”). “Shares” shall mean the number of shares of Class A Common Stock of the Company, par value $0.0001 0.00001 (the “Common Stock”), equal to $100,000,000 divided by the IPO Price, rounded up to the nearest whole share. “Qualified IPO” shall mean the issuance and sale of shares of the Common Stock by the Company, pursuant to an Underwriting Agreement to be entered into by and among the Company and certain underwriters (the “Underwriters”), in connection with the Company’s initial public offering pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-239050223182) (as amended, the “Registration Statement”) and/or any related registration statements (the “Underwriting Agreement”).

Appears in 2 contracts

Samples: Common Stock Purchase Agreement, Common Stock Purchase Agreement (Dropbox, Inc.)

Sale and Issuance of Common Stock. Subject to the terms and conditions of this Agreement, the Investor agrees to purchase from the Company, and the Company agrees to sell and issue to the Investor, the Shares (as defined below) at a purchase price per share of 98.5% of equal to the per share initial public offering price (before underwriting discounts and expenses) in the Qualified IPO (as defined below) (the “IPO Price”). “Shares” shall mean the number of shares of Class A Common Stock of the Company, par value $0.0001 Company (the “Common Stock”), equal to $100,000,000 100,000,000.00 divided by the IPO Price, rounded up down to the nearest whole shareshare (with the total purchase price correspondingly reduced for such fractional share amount). “Qualified IPO” shall mean the issuance and sale of shares of the Common Stock by the Company, pursuant to an Underwriting Agreement to be entered into by and among the Company and certain underwriters (the “Underwriters”), in connection with the Company’s initial public offering pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-239050230444) (as amended, the “Registration Statement”) and/or any related registration statements (the “Underwriting Agreement”).

Appears in 2 contracts

Samples: Common Stock Purchase Agreement, Common Stock Purchase Agreement (Zoom Video Communications, Inc.)

Sale and Issuance of Common Stock. Subject to the terms and conditions of this Agreement, the Investor agrees to purchase from the Company, and the Company agrees to sell and issue to the Investor, the Shares (as defined below) at a purchase price per share of 98.5% of equal to the per share initial public offering price (before underwriting discounts and expenses) in the Qualified IPO (as defined below) (the “IPO Price”). “Shares” shall mean the number of shares of Common Stock of the Company, par value $0.0001 0.01 (the “Common Stock”), equal to $100,000,000 divided by the IPO Price, rounded up to the nearest whole share. “Qualified IPO” shall mean the issuance and sale of shares of the Common Stock by the Company, pursuant to an Underwriting Agreement to be entered into by and among the Company and certain underwriters (the “Underwriters”), in connection with the Company’s initial public offering pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-239050223905) (as amended, the “Registration Statement”) and/or any related registration statements (the “Underwriting Agreement”).

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Ceridian HCM Holding Inc.), Common Stock Purchase Agreement (Ceridian HCM Holding Inc.)

Sale and Issuance of Common Stock. Subject to the terms and conditions of this Agreement, the Investor agrees to purchase from the Company, and the Company agrees to sell and issue to the Investor, the Shares (as defined below) at a purchase price per share of 98.5% of equal to the per share initial public offering price (before underwriting discounts and expenses) in the Qualified IPO (as defined below) (the “IPO Price”). “Shares” shall mean the number of shares of Common Stock of the Company, par value $0.0001 Company (the “Common Stock”), equal to $100,000,000 40,000,000.00 divided by the IPO Price, rounded up down to the nearest whole shareshare (with the total purchase price correspondingly reduced for such fractional share amount). “Qualified IPO” shall mean the issuance and sale of shares of the Common Stock by the Company, pursuant to an Underwriting Agreement to be entered into by and among the Company and certain underwriters (the “Underwriters”), in connection with the Company’s initial public offering pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-239050227099) (as amended, the “Registration Statement”) and/or any related registration statements (the “Underwriting Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Agreement (SVMK Inc.)

Sale and Issuance of Common Stock. Subject to the terms and conditions of this Agreement, the Investor agrees to purchase from the Company, and the Company agrees to sell and issue to the Investor, $250,000,000 of shares (the Shares “Shares”) of Class A Common Stock of the Company (as defined belowthe “Common Stock”) at a purchase price per share of 98.5% of equal to the per share initial public offering price (before underwriting discounts and expenses) in the Qualified IPO (as defined below) (the “IPO Price”). “Shares” shall mean the , such number of shares of Common Stock of the Company, par value $0.0001 (the “Common Stock”), equal to $100,000,000 divided by the IPO Price, rounded up down to the nearest whole share. share “Qualified IPO” shall mean the issuance and sale of shares of the Common Stock by the Company, pursuant to an Underwriting Agreement to be entered into by and among the Company and certain underwriters (the “Underwriters”), in connection with the Company’s initial public offering pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-239050249332) (as amended, the “Registration Statement”) and/or any related registration statements (the “Underwriting Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Root, Inc.)

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Sale and Issuance of Common Stock. Subject to the terms and conditions of this Agreement, the Investor agrees to purchase from the Company, and the Company agrees to sell and issue to the Investor, the Shares (as defined below) at a purchase price per share of 98.5% of equal to the per share initial public offering price (before underwriting discounts and expenses) in the Qualified IPO (as defined below) (the “IPO Price”). “Shares” shall mean the number of shares of Class A Common Stock of the Company, par value $0.0001 Company (the “Common Stock”), equal to $100,000,000 50,000,000.00 divided by the IPO Price, rounded up down to the nearest whole shareshare (with the total purchase price correspondingly reduced for such fractional share amount). “Qualified IPO” shall mean the issuance and sale of shares of the Common Stock by the Company, pursuant to an Underwriting Agreement to be entered into by and among the Company and certain underwriters (the “Underwriters”), in connection with the Company’s initial public offering pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-239050250082) (as amended, the “Registration Statement”) and/or any related registration statements (the “Underwriting Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Agreement (C3.ai, Inc.)

Sale and Issuance of Common Stock. Subject to the terms and conditions of this Agreement, the Investor agrees to purchase from the Company, and the Company agrees to sell and issue to the Investor, the Shares (as defined below) at a purchase price per share of 98.5% of equal to the per share initial public offering price (before underwriting discounts and expenses) in the Qualified IPO (as defined below) (the “IPO Price”). “Shares” shall mean the number of shares of Class A Common Stock of the Company, par value $0.0001 Company (the “Common Stock”), equal to $100,000,000 250,000,000.00 divided by the IPO Price, rounded up down to the nearest whole shareshare (with the total purchase price correspondingly reduced for such fractional share amount). “Qualified IPO” shall mean the issuance and sale of shares of the Common Stock by the Company, pursuant to an Underwriting Agreement to be entered into by and among the Company and certain underwriters (the “Underwriters”), in connection with the Company’s initial public offering pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-239050248280) (as amended, the “Registration Statement”) and/or any related registration statements (the “Underwriting Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Snowflake Inc.)

Sale and Issuance of Common Stock. Subject to the terms and conditions of this Agreement, the Investor agrees to purchase from the Company, and the Company agrees to sell and issue to the Investor, the Shares (as defined below) at a purchase price per share of 98.5% of equal to the per share initial public offering price (before underwriting discounts and expenses) in the Qualified IPO (as defined below) (the “IPO Price”). “Shares” shall mean the number of shares of Class A Common Stock of the Company, par value $0.0001 Company (the “Common Stock”), equal to $100,000,000 100,000,000.00 divided by the IPO Price, rounded up down to the nearest whole shareshare (with the total purchase price correspondingly reduced for such fractional share amount). “Qualified IPO” shall mean the issuance and sale of shares of the Common Stock by the Company, pursuant to an Underwriting Agreement to be entered into by and among the Company and certain underwriters (the “Underwriters”), in connection with the Company’s initial public offering pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-239050250082) (as amended, the “Registration Statement”) and/or any related registration statements (the “Underwriting Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Agreement (C3.ai, Inc.)

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