Initial Sale and Purchase of Units. Subject to the terms and conditions hereof, and in reliance upon the representations, warranties and covenants contained herein, at the Initial Closing, the Company shall issue and sell to each Purchaser, and each Purchaser shall purchase from the Company, the number of Units set forth opposite such Purchaser’s name on Exhibit A under the “Initial Units” column, at a purchase price of $100,000 per Unit (subject to appropriate and proportionate adjustment for stock dividends payable in shares of, stock splits and other subdivisions and combinations of, and recapitalizations and like occurrences with respect to, the Common Stock, the “Per Unit Purchase Price”). The minimum purchase price by each Purchaser is one Unit, unless the Company and the Placement Agent agree, in their mutual discretion, to allow a Purchaser to purchase a partial Unit.
Initial Sale and Purchase of Units. Subject to the satisfaction (or waiver) of the conditions set forth in Sections 6 and 7 below, the Company shall issue and sell to each Buyer, and each Buyer severally, but not jointly, agrees to purchase from the Company on the Initial Closing Date (as defined below), such aggregate number of Units as is set forth opposite such Buyer’s name in column (3) on the Schedule of Buyers (the “Initial Closing”). The date of the Initial Closing is hereinafter referred to as the “Initial Closing Date”. Notwithstanding anything to the contrary in this Agreement, the Initial Closing shall involve the sale of at least the Minimum Offering Amount.
Initial Sale and Purchase of Units. Subject to the terms and conditions hereof, and in reliance upon the representations, warranties and covenants contained herein, at the Initial Closing, the Company shall issue and sell to each Purchaser, and each Purchaser shall purchase from the Company, the number of Units set forth opposite such Purchaser’s name on Exhibit A under the “Initial Units” column, at a purchase price of $250,000 per Unit (subject to appropriate and proportionate adjustment for stock dividends payable in shares of, forward or reverse stock splits and other subdivisions and combinations of, and recapitalizations and like occurrences with respect to, the Common Stock, the “Per Unit Purchase Price”). The minimum purchase by each Purchaser is one Unit, unless the Company agrees, to allow a Purchaser to purchase a partial Unit. -1- 1.3 Subsequent Sales and Purchases of Units. Subject to the terms and conditions hereof, and in reliance upon the representations, warranties and covenants contained herein, at each subsequent Closing, the Company shall issue and sell to each Purchaser who is identified as a “Subsequent Closing Purchaser” on Exhibit A, which shall be deemed amended at each such subsequent Closing to add each such additional Purchaser (each, a “Subsequent Closing Purchaser”), and each Subsequent Closing Purchaser shall purchase from the Company, the number of Units set forth opposite such Purchaser’s name on Exhibit A at the Per Unit Purchase Price. 1.4
Initial Sale and Purchase of Units. Subject to the terms and conditions hereof, and in reliance upon the representations, warranties and covenants contained herein, at the Initial Closing, the Company shall issue and sell to each Purchaser, and each Purchaser shall purchase from the Company, the number of Units set forth opposite such Purchaser’s name on Exhibit A under the “Initial Units” column, at a purchase price per Unit equal to the lower of (i) the closing bid price for the Common Stock on the day immediately prior to the Closing, or (ii) $1.20 (subject to appropriate and proportionate adjustment for stock dividends payable in shares of, forward or reverse stock splits and other subdivisions and combinations of, and recapitalizations and like occurrences with respect to, the Common Stock, the “Per Unit Purchase Price”). The minimum investment required from each Purchaser is one hundred thousand dollars ($100,000), unless the Company and the Placement Agent agree, in their mutual discretion, to allow a Purchaser to invest less than one hundred thousand dollars ($100,000). Notwithstanding anything herein to the contrary, in the event that a Purchaser’s subscription to Units would cause such Purchaser’s beneficial ownership to exceed 4.99% of the issued and outstanding shares of the Company’s Common Stock, such Purchaser may elect to purchase shares of the Company Preferred Stock in lieu of the shares of Common Stock to be part of the Units, which preferred stock shall have such rights and designations as set forth in Exhibit G hereof.
Initial Sale and Purchase of Units. Subject to the terms and conditions hereof, and in reliance upon the representations, warranties and covenants contained herein, at the Initial Closing (as defined below), the Company shall issue and sell to each Purchaser, and each Purchaser shall purchase from the Company, the number of Units set forth opposite such Purchaser’s name on Exhibit A under the “Initial Units” column, at a purchase price of $100,000 per Unit (subject to appropriate and proportionate adjustment for stock dividends payable in shares of, forward or reverse stock splits and other subdivisions and combinations of, and recapitalizations and like occurrences with respect to, the Preferred Shares, the “Per Unit Purchase Price”). The minimum purchase by each Purchaser is one Unit, unless the Company and the Placement Agent agree, in their mutual discretion, to allow a Purchaser to purchase a partial Unit.
