Subscription for the Shares. Subject to all of the terms and conditions of this Agreement, and in reliance upon the representations and warranties contained herein, the Subscriber hereby subscribes for and agrees to purchase the Shares for his own account, and the Company agrees to sell to the Subscriber the Shares at $.10/share for a total purchase price of Five Thousand Six Hundred and Twenty Five Dollars ($5,625).
Subscription for the Shares. (a) Subject to the terms and conditions set forth in this Subscription Agreement and in the Memorandum, the Investor agrees to (i) purchase from the Fund newly issued Shares with an aggregate price equal to the amount set forth in Section 2 of the Subscription Booklet accompanying this Subscription Agreement (the “Investment Amount”) at a price per share equal to the Closing Share Price (as defined below) and (ii) to pay the Investment Amount to the Fund at the time provided in this Subscription Agreement.
Subscription for the Shares. The Subscriber hereby confirms its irrevocable subscription for and offer to purchase from the Corporation that number of Shares indicated on page 2 of this Subscription Agreement, on and subject to the terms and conditions set out in this Subscription Agreement, for the Subscription Amount, which is payable as described in Article 4.
Subscription for the Shares. Subject to the terms and conditions hereinafter set forth, Subscriber hereby subscribes for and agrees to purchase from Company the Shares in consideration of Xxxxxx'x transformation of the Company from a shell company into an operating company in the energy sector by encouraging NOK-BONG Ship Building Co., Ltd. ("NOK-BONG") and 3Soft, Inc. ("3Soft") to enter into the transactions described in Company's Current Report on Form 8-K filed with the Commission on January 14, 2008 and further business relationships with the Company which are now being negotiated with NOK-BONG and 3Soft.
Subscription for the Shares. Spotless hereby subscribes for and agrees to purchase, and the Company hereby agrees to sell, convey, transfer and deliver to Spotless at the Closing (as that term is hereinafter defined), the Shares, free and clear of all claims, pledges, security interests, liens, rights of first refusal, options, warrants, contractual commitments, sharing arrangements, restrictions, charges and encumbrances of any nature whatsoever, all on the terms and conditions set forth in this Agreement.
Subscription for the Shares. Upon execution of this Agreement, the Investor hereby irrevocably agrees to subscribe for the Shares to be issued by the Company in accordance with the terms of this Agreement. Such Shares, once delivered to the Investor as set forth herein, shall be validly issued, fully paid and non-assessable, and shall be recorded on the books and records of the Company as issued to Billfighter Investments Limited.
Subscription for the Shares. (a) The Company agrees to issue, and each of the Selling Shareholders agrees, severally and not jointly, to sell, the Underwritten Shares to the several Underwriters as provided in this Agreement, and each Underwriter, on the basis of the representations, warranties and agreements set forth herein and subject to the conditions set forth herein, agrees, severally and not jointly, to subscribe to receive from the Company the respective number of Underwritten Shares set forth opposite such Underwriter’s name in Schedule 1 hereto at a price per share of $[●] (the “Subscription Price”), and to purchase from each of the Selling Shareholders the number of Underwritten Shares (to be adjusted by you so as to eliminate fractional shares) determined by multiplying the aggregate number of Underwritten Shares to be sold by each of the Selling Shareholders as set forth opposite their respective names in Schedule 2 hereto by a fraction, the numerator of which is the aggregate number of Underwritten Shares to be purchased by such Underwriter as set forth opposite the name of such Underwriter in Schedule 1 hereto and the denominator of which is the aggregate number of Underwritten Shares to be purchased by all the Underwriters from all of the Selling Shareholders hereunder In addition, the Company agrees to issue, and each of the Selling Shareholders agrees, severally and not jointly, as and to the extent indicated in Schedule 2 hereto, to sell, the Option Shares to the several Underwriters as provided in this Agreement, and the Underwriters, on the basis of the representations, warranties and agreements set forth herein and subject to the conditions set forth herein, shall have the option to subscribe to receive, severally and not jointly, from each of the Company and each Selling Shareholder the Option Shares at the Subscription Price less an amount per share equal to any dividends or distributions declared by the Company and payable on the Underwritten Shares but not payable on the Option Shares. If the Underwriters subscribe for any Option Shares, the number of Option Shares to be received and paid for by each Underwriter shall be the number of Option Shares which bears the same ratio to the aggregate number of Option Shares for which the several Underwriters have subscribed as the number of Underwritten Shares set forth opposite the name of such Underwriter in Schedule 1 hereto (or such number increased as set forth in Section 14 hereof) bears to the aggregate number ...
Subscription for the Shares. Subject to the terms and conditions of this Subscription Agreement and the terms of the Offering described in the Confidential Private Placement Memorandum, dated February 8, 1999, as supplemented and amended through the date hereof (the "Memorandum"), the undersigned hereby subscribes for and agrees to purchase from Xxxxx Advisors, Inc., a Delaware corporation (the "Company"), shares (the "Shares") of ----------- the Company's Series B Convertible Preferred Stock, par value $.01 per share (the "Preferred Stock"), at a purchase price of $5.00 per Share. Unless previously redeemed, each Share is automatically convertible into one share of the Company's Class A Common Stock, par value $.0001 per share (the "Common Stock"), subject to certain adjustments, concurrently with the consummation of an initial underwritten public offering pursuant to an effective registration statement (the "IPO Registration Statement") filed with the Securities and Exchange Commission (the "Commission") covering the offer and sale of the Common Stock to the public (the "IPO"). If this Subscription Agreement is being executed prior to the Initial Closing (as defined in the Memorandum), then the undersigned herewith shall deliver a check to the Company at the address stated above payable to "Continental Stock Transfer & Trust Company, as Escrow Agent, f/b/x Xxxxx Advisors, Inc." in the amount of $ , which amount represents the aggregate purchase price of the ------- Shares to which the undersigned is subscribing. If this Subscription Agreement is being executed after the Initial Closing, then the undersigned herewith shall deliver a check to the Company at the address stated above payable to "Xxxxx Advisors, Inc." or effect a wire transfer in immediately available funds to the Company in the amount of $ , which amount represents the aggregate purchase ----- price of the Shares to which the undersigned is subscribing. ACCEPTANCE OF SUBSCRIPTION. The undersigned understands that the first 200,000 Shares are being offered by the Company on a "best efforts, all-or-none" basis and the remaining 400,000 Shares on a "best efforts" basis. If subscriptions for at least 200,000 Shares are not received and accepted by the Company during the Offering Period (as defined in the Memorandum), the Offering (as defined in the Memorandum) will terminate and subscriptions will be returned to investors without interest or deduction. The Offering will continue for a period of 60 days from the date of the ...
Subscription for the Shares. Subject to the terms and conditions set forth in this Agreement, the Investor irrevocably agrees to purchase the Shares from the Company for a purchase price equal to $6.00 per share (for a total purchase price of $4,000,000.02).
Subscription for the Shares. 2.1 The Subscriber hereby confirms its irrevocable subscription for and offer to purchase from Apollo that number of Shares as set out on page (i) of this Agreement, on and subject to the terms and conditions set out in this Agreement.
