Purchase and Sale of the Notes. (a) The Company agrees to issue and sell the Notes 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 purchase from the Company the respective principal amount of Notes set forth opposite such Underwriter’s name in Schedule 1 hereto at a price equal to [●]% of the principal amount thereof plus accrued interest, if any, from [●] [●], 20[●] to the Closing Date (as defined below). The Company will not be obligated to deliver any of the Notes except upon payment for all the Notes to be purchased as provided herein.
Purchase and Sale of the Notes. (a) The Issuer agrees to issue and sell the Notes 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 purchase from the Issuer the respective principal amount of Notes set forth opposite such Underwriter’s name in Schedule 1 hereto at a price equal to [ ]% of the principal amount of the Notes, plus accrued interest, if any, from [ ], [ ], to the Closing Date (as defined below).
Purchase and Sale of the Notes. At the Closing (as defined herein), the Undersigned hereby agrees to cause each Holder to sell to the Company the aggregate principal amount of Existing Notes (collectively the “Purchased Notes”), and in exchange therefor the Company, hereby agrees to purchase such Purchased Notes for cash, all as set forth opposite such Holder’s name on Exhibit A hereto. The closing of the Transaction (the “Closing”) shall occur on the third business days after the date of this Agreement. On the date of the Closing, each Holder shall (a) deliver or cause to be delivered to the Company all right, title and interest in and to its Purchased Notes (and no other consideration) free and clear of any mortgage, lien, pledge, charge, security interest, encumbrance, title retention agreement, option, equity or other adverse claim thereto (collectively, “Liens”), together with any documents of conveyance or transfer that the Company may deem necessary or desirable to transfer to and confirm in the Company all right, title and interest in and to the Purchased Notes free and clear of any Liens and (b) deliver or cause to be delivered to the Company the applicable IRS forms described in Section 4.5, in exchange for the amount of cash specified on Exhibit A hereto (the “Cash Consideration”) (or, if there are no Accounts, the Company shall deliver to the Undersigned, as the sole Holder, the Cash Consideration applicable to such Holder as set forth on Exhibit A hereto). Upon and subject to the terms set forth in this Agreement, at the Closing, the Company hereby agrees to pay to each Holder an amount in cash equal to the accrued but unpaid interest, if any, on such Holder’s Purchased Notes as set forth on Exhibit A under the heading “Interest Settlement” (such amount, the “Interest Settlement”).
Purchase and Sale of the Notes. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, Spectra Capital agrees to issue and sell the Notes to the several Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase the principal amount of Notes from Spectra Capital set forth opposite that Underwriter’s name in Schedule I hereto at a price equal to % of the principal amount of the Notes, plus accrued interest, if any, from the Delivery Date. Spectra Capital shall not be obligated to deliver any of the Notes except upon payment for all the Notes to be purchased as provided herein.
Purchase and Sale of the Notes. 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 Notes in the respective principal amounts set forth opposite the Investors’ names on the signature pages hereto in exchange for (i) the Cash Purchase Price, payable as specified in Section 3 below, and (ii) the surrender and cancellation of $2,000,000 in aggregate principal amount of the Existing Notes by the Investors as specified on the signature pages hereto.
Purchase and Sale of the Notes. Subject to and in reliance upon the terms and conditions of this Agreement, each Purchaser severally agrees to purchase from the Company, and the Company agrees to sell to each Purchaser, Notes in the principal amount set forth opposite such Purchaser’s name on Schedule 2.1 attached hereto.
Purchase and Sale of the Notes. Subject to the terms and conditions of this Agreement and on the basis of the representations and warranties set forth herein, the Note Issuer hereby agrees to sell to each Purchaser, and by its acceptance hereof, each such Purchaser agrees to purchase from the Note Issuer for investment, at the Closing, the principal amount of Notes set forth opposite the name of such Purchaser on Schedule I hereto.
Purchase and Sale of the Notes. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, EPO agrees to issue and sell the Notes to the several Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase from EPO (a) the principal amount of the 2029 Notes set forth opposite that Underwriter’s name in Schedule I hereto at a price equal to 99.305% of the principal amount thereof, plus accrued interest, if any, from July 8, 2019 to the Delivery Date and (b) the principal amount of the 2050 Notes set forth opposite that Underwriter’s name in Schedule I hereto at a price equal to 98.917% of the principal amount thereof, plus accrued interest, if any, from July 8, 2019 to the Delivery Date. EPO shall not be obligated to deliver any of the Notes except upon payment for all the Notes to be purchased as provided herein. EPO understands that the Underwriters intend to make a public offering of the Notes as soon after the effectiveness of this Agreement as in the judgment of the Representatives is advisable, and initially to offer the Notes on the terms and conditions set forth in the Pricing Disclosure Package and the Prospectus.
Purchase and Sale of the Notes. (a) The Issuer agrees to issue and sell the Notes 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 purchase from the Issuer the respective principal amount of Notes set forth opposite such Underwriter’s name in Schedule 1 hereto at a price equal to (i) 99.600% of the principal amount of the 2027 Notes, (ii) 99.550% of the principal amount of the 2030 Notes and (iii) 99.125% of the principal amount of the 2050 Notes, in each case, plus accrued interest, if any, from April 2, 2020, to the Closing Date (as defined below).
Purchase and Sale of the Notes. THE WARRANTS AND SERIES A PREFERRED. At the Closing (as defined in SECTION 1C below) the Company shall issue to each of the Purchasers and, subject to the terms and conditions set forth herein, each of the Purchasers shall severally and independently (and not jointly) purchase from the Company, (i) Notes in the aggregate principal amount set forth opposite such Purchaser's name on the attached SCHEDULE OF PURCHASERS, in each case, at a purchase price equal to the price set forth opposite such Purchaser's name on the attached SCHEDULE OF PURCHASERS, (ii) Warrants initially exercisable to acquire the aggregate number of shares of Common Stock set forth opposite such Purchaser's name on the attached SCHEDULE OF PURCHASERS, in each case, at a purchase price equal to the price set forth opposite such Purchaser's name on the attached SCHEDULE OF PURCHASERS, and (iii) the number of shares of Series A Preferred set forth opposite such Purchaser's name on the attached SCHEDULE OF PURCHASERS, in each case, at a purchase price equal to the price set forth opposite such Purchaser's name on the attached SCHEDULE OF PURCHASERS.
