Purchase and Sale of Debentures. Subject to the satisfaction (or waiver) of the terms and conditions of this Agreement, Buyer agrees to purchase, at each Closing, and Company agrees to sell and issue to Buyer, at each Closing, Debentures in the amount of the Purchase Price applicable to each Closing as more specifically set forth below.
Purchase and Sale of Debentures. (i) The Buyer agrees to purchase from the Company, and the Company agrees to sell to the Buyer, the Debentures on the terms and conditions set forth below in this Agreement and the other Transaction Documents.
Purchase and Sale of Debentures. (i) The Buyer agrees to purchase from the Company, and the Company agrees to sell to the Buyer, the Debentures and Warrant on the terms and conditions set forth below in this Agreement and the other Transaction Documents. The Warrant shall be earned in full as an inducement fee as of the Signing Closing Date.
Purchase and Sale of Debentures. The Issuer may, at any time and from time to time, prior to the Redemption Date, purchase debentures in part (on a pro-rata basis or otherwise) or full at discount, at par or at premium in the open market or otherwise as may be determined by the Board of Directors of the Issuer. Such debentures, at the option of the Issuer, may be cancelled, held or resold at such price and on such terms and conditions as the Board of Directors of the Issuer may deem fit. Such purchase/ sale of Debentures shall not require any further consent/ approval of the Debenture Holder(s)/ Debenture Trustee. The right to purchase debentures is not a call option and should not be construed as such by anyone. The right of purchase and sale can be exercised by the Issuer multiple times during the tenor of the Debentures without applicability of any minimum amount or price of the Debentures.
Purchase and Sale of Debentures. (a) Subject to the terms and conditions set forth herein, the Company agrees to issue and sell to each Purchaser, and each Purchaser severally agrees to purchase from the Company, on the Closing Date (as hereinafter defined), Convertible Notes in the principal amount set opposite its name on Schedule I for a purchase price of 100% of the principal amount thereof (the "Purchase Price"). Each Purchaser shall deliver a check in payment of the Purchase Price to the Escrow Agent.
Purchase and Sale of Debentures. 2.1 At the Closing, the Purchaser will advance to the Subsidiary $2,100,000 for a $2,100,000 principal amount of Debentures (the “Purchaser’s Debentures”) and the Subsidiary and the Company will issue and deliver to the Purchaser the Purchaser’s Debentures, on the terms and subject to the conditions set out in this Agreement.
Purchase and Sale of Debentures. Subject to the terms and conditions herein set forth, the Bank hereby agrees to sell to you and you agree to purchase from the Bank the aggregate principal amount of Debentures set forth opposite your name in the Purchaser Schedule attached hereto at 100% of such aggregate principal amount. Each purchaser identified in the Purchaser Schedule is referred to herein as a “Purchaser”. Payment of the purchase price for and delivery of the Debentures to be purchased by the Purchasers shall be made at the offices of Friedman, Billings, Xxxxxx & Co., Inc., Arlington, Virginia or at the option of the Bank through the systems of the Depository Trust Company or any successor entity (the “Depository”), with delivery of the Debentures to the Depository for the respective accounts of the Purchasers to be made against payment for the Debentures in same day funds, or in such other manner as shall be agreed upon by the Purchasers and the Bank, at 10:00 A.M. on , 1997 (such time and date being referred to herein, respectively, as the “Closing Time” and the “Closing Date”).
Purchase and Sale of Debentures. Section 2.1 Subject to the terms and conditions set forth herein and in reliance on the representations, warranties and covenants set forth herein, on each Closing Date (as further described below) the Company shall issue and sell to the Investors the Debentures as follows:
Purchase and Sale of Debentures. Upon the terms and conditions of this Agreement, Obligor will issue and sell to Purchaser and Purchaser will purchase from Obligor, one or more Debentures in the aggregate principal amount set forth in each "Debenture Purchase Request" (as hereinafter defined), registered in the name of Purchaser or Purchaser's designee. Each issuance and sale of Debentures hereunder shall be made upon written notice by Purchaser to Obligor (each such notice a "Debenture Purchase Request") delivered no later than 11:00 A.M. (Los Angeles time) on the fifth business day prior to the date such sale is to be effected. Such notice shall specify (a) the requested date of sale which date shall not be later than the "Outside Purchase Date' set forth on Schedule 2.2 (each a "Closing Date ") and (b) the aggregate principal dollar amount of Debentures to be sold and purchased on such Closing Date. Notwithstanding anything in any Transaction Document suggesting otherwise, (i) at no time shall Purchaser be obligated to deliver a Debenture Purchase Request to Obligor (or purchase any Debenture other than pursuant to a Debenture Purchase Request), and (ii) if, as of the close of business on any Outside Purchase Date on Schedule 2.2, Purchaser or its designee shall not have purchased the indicated aggregate principal amount of Debentures corresponding to such date other than as a result of the failure of the conditions set forth in Section 6A hereof to be satisfied as of such date (the failure of such conditions on such date, a "Termination Event") or an event of force majeure, then Obligor shall be under no further obligation to issue and sell to Purchaser or Purchaser's designee any Debenture not yet issued and outstanding as of the close of business on such date.
Purchase and Sale of Debentures. 2.3.1 Subject to the terms and provisions hereof, each of the Debentureholders hereby severally, and not jointly and severally, agrees to, sell, transfer, assign and convey to Stem Cell and Stem Cell agrees to purchase from such Debentureholder that all of the Debentures held by such Debentureholder at the Effective Time. Schedule 3.3.1 sets out the holdings of the Debentures by Debentureholders at the date hereof. Each Debentureholder agrees not to transfer any of the Debentures except to a Person who agrees to be bound by the Debentureholder’s rights and obligations hereunder insofar as relate to the transferred Debenture(s). The sale of the Debentures shall be at the Debenture Purchase Price (as contemplated below).
