Agreements to Issue and Purchase. Subject to all the terms and conditions set forth herein and in the Purchase Agreement, (i) the Company hereby agrees to issue and sell in a private offering to the Purchaser and (ii) the Purchaser agrees to acquire from the Company, 1,232,057 Shares.
Agreements to Issue and Purchase. The Company agrees to issue to the several Underwriters, and each Underwriter, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to subscribe at a subscription price of $[·] a share (the “Public Offering Price”), for that number of Firm Shares set forth in Schedule I hereto opposite its name. On the basis of the representations and warranties contained in this Agreement, and subject to its terms and conditions, the Company agrees to issue to the Underwriters up to [·] Additional Shares at the Public Offering Price, and the Underwriters shall have the right to subscribe for and purchase, severally and not jointly, up to [·] Additional Shares, provided, however, that the amount paid by the Company to the Underwriters as an Underwriting Fee in respect of such Additional Shares issued by the Company shall be increased by, an amount per share equal to any dividends declared by the Company and payable on the Firm Shares but not payable on such Additional Shares. You may exercise this right on behalf of the Underwriters in whole or from time to time in part by giving written notice to the Company not later than 30 days after the date of this Agreement. Any exercise notice shall specify the number of Additional Shares to be subscribed for and purchased by the Underwriters and the date on which such shares are to be subscribed for and purchased. Each subscription and purchase date must be at least one business day after the written notice is given and may not be earlier than the closing date for the Firm Shares nor later than ten business days after the date of such notice. Additional Shares may be subscribed for and purchased as provided in Section 2 hereof solely for the purpose of covering over-allotments made in connection with the offering of the Firm Shares. On each day, if any, that Additional Shares are to be subscribed for and purchased (an “Option Closing Date”), each Underwriter agrees, severally and not jointly, to subscribe for and purchase the number of Additional Shares (subject to such adjustments to eliminate fractional shares as you may determine) that bears the same proportion to the total number of Additional Shares to be subscribed for and purchased on such Option Closing Date as the number of Firm Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Firm Shares. The Company hereby agrees ...
Agreements to Issue and Purchase
