Issuance and Purchase of Ordinary Shares Sample Clauses

Issuance and Purchase of Ordinary Shares. Subject to the terms and conditions hereof and the payment of the Purchase Price by the Purchaser, the Company shall, as of the Closing, issue and allot to the Purchaser 581,659 Ordinary Shares of the Company.
Sample 1Sample 2See All (4)
AutoNDA by SimpleDocs
Issuance and Purchase of Ordinary Shares. Subject to the terms and conditions hereof and the payment of the Purchase Price by the Purchaser, the Company shall, as of the Closing, issue and allot to the Purchasers an aggregate of 1,171,459 Ordinary Shares of the Company, in accordance with the table attached as Exhibit 1 setting forth the respective Purchase Price and number of Purchased Shares per each of the Purchasers.
Sample 1Sample 2
Issuance and Purchase of Ordinary Shares. Subject to the terms and conditions hereof, and the closing conditions set forth in Section 3 below, the Company shall, as of the Closing, issue and allot to the New Purchasers an aggregate of 123,885 Ordinary Shares of the Company (the “New Purchased Shares”), for a purchase price per Ordinary Share of $4.036 (the “New Investment”), in accordance with the table attached as Exhibit D setting forth the respective Purchase Price and number of New Purchased Shares per each of the New Purchasers. At the Closing hereof, the Company shall issue to each New Purchaser warrants (the “Warrants”) in the form attached as Exhibit E hereof, to purchase up to 18,910 Ordinary Shares for an exercise price of $6.61 per Ordinary Share, with an aggregate purchase price of $125,000.
Sample 1
Issuance and Purchase of Ordinary Shares. Subject to the terms and conditions hereof, and the closing conditions set forth in Section 3 below, the Company shall, as of the Closing, issue and allot to the New Purchaser an aggregate of 6,194 Ordinary Shares of the Company (the “New Purchased Shares”), for a purchase price per Ordinary Share of $4.036 (the “New Investment”). At the Closing hereof, the Company shall issue to the New Purchaser warrants (the “Warrants”) in the form attached as Exhibit D hereof, to purchase up to 946 Ordinary Shares for an exercise price of $6.61 per Ordinary Share, with an aggregate purchase price of $6,250.
Sample 1
Issuance and Purchase of Ordinary Shares. Subject to the terms and conditions set forth in this Agreement, at the Closing (as defined below), the Company shall issue and allot to the Investor, in consideration of the Total Investment Amount, a total of 30,000 Ordinary Shares (the “Purchased Shares”). Such Purchased Shares shall be allocated and shall be issued and become fully paid upon payment of the Remaining Investment Amount. The Purchased Shares shall be allocated to Adv. Rxx Xxxxxx (the "Trustee"), who will hold the Purchased Shares in trust and release the Purchased Shares to the Investor, all - in accordance with the trust instructions attached as Exhibit 1.1. Upon such issuance, the Trustee shall hold in trust Purchased Shares constituting 15% of the outstanding share capital of the Company, on a fully-diluted basis, as set forth in the capitalization table of the Company attached as Exhibits 3.2.3 (the “Cap Table”).
Sample 1Sample 2
Issuance and Purchase of Ordinary Shares. Subject to the terms and conditions herein, at the Initial Closing (as defined below), the Company shall issue to the Investors and/or any party on their behalf, as determined by the Investors absolute discretion (the “Additional Investors”) and each Investor and Additional Investor, as the case may be, shall purchase from the Company, severally and not jointly, in accordance with the breakdown set forth in Schedule A attached hereto, an aggregate number of 11,821 Ordinary Shares of the Company (the “Investors’ Shares”), at a price per each Investors’ Share equal to US$84.59 (the “PPS”), in consideration for an aggregate investment amount of US$1,000,000, which shall include the respective amount previously advanced to the Company pursuant to the Investors Loan (the “Initial Investment Amount”), reflecting a Company's post-investment valuation of US$4,444,444. The Investors' Shares shall represent, immediately following the Initial Closing, 22.5% of the issued and outstanding share capital of the Company.
Sample 1
Issuance and Purchase of Ordinary Shares. Subject to the terms and conditions hereof, and the closing conditions set forth in Section 3 below, the Company shall, as of the Closing, issue and allot to each New Purchaser such number of Ordinary Shares of the Company as set forth in Exhibit 1 (the “New Purchased Shares”), for a purchase price per Ordinary Share of $0.939 (the “New Investment”). At the Closing hereof, the Company shall issue to each New Purchaser Warrants under same terms and conditions as the warrants issued as part SPA.
Sample 1
AutoNDA by SimpleDocs
Issuance and Purchase of Ordinary Shares. Subject to the terms and conditions hereof and the payment of the Purchase Price by the Purchasers, the Company shall, as of the Closing, issue and allot to the Purchasers an aggregate of 363,636 Ordinary Shares of the Company, in accordance with the table attached as Exhibit 1 setting forth the respective Purchase Price and number of Purchased Shares per each of the Purchasers. Subject to the payment of the Purchase Price by the Purchasers, the Company shall, as of the Second Closing, issue and allot to the Purchasers Warrants (as defined below), in accordance with the table attached as Exhibit 1 setting forth the respective additional Purchase Price and number of additional Purchased Shares available to each of the Purchasers under the Warrants.
Sample 1
Issuance and Purchase of Ordinary Shares 
Sample 1Sample 2

Related to Issuance and Purchase of Ordinary Shares

  • Issuance of Ordinary Shares As soon as practicable after the exercise of any Warrant and the clearance of the funds in payment of the Warrant Price (if any), the Company shall issue to the registered holder of such Warrant a certificate or certificates, or book entry position, for the number of Ordinary Shares to which he, she or it is entitled, registered in such name or names as may be directed by him, her or it, and if such Warrant shall not have been exercised in full, a new countersigned Warrant, or book entry position, for the number of shares as to which such Warrant shall not have been exercised. Notwithstanding the foregoing, in no event will the Company be required to net cash settle the Warrant exercise. No Warrant shall be exercisable for cash and the Company shall not be obligated to issue Ordinary Shares upon exercise of a Warrant unless the Ordinary Shares issuable upon such Warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the Warrants. In the event that the condition in the immediately preceding sentence is not satisfied with respect to a Warrant, the holder of such Warrant shall not be entitled to exercise such Warrant for cash and such Warrant may have no value and expire worthless, in which case the purchaser of a Unit containing such Warrants shall have paid the full purchase price for the Unit solely for the Ordinary Shares underlying such Unit. Warrants may not be exercised by, or securities issued to, any registered holder in any state in which such exercise or issuance would be unlawful.

  • Issuance and Repurchase of Shares The Trustees shall have the power to authorize the Trust to issue, sell, repurchase, redeem, retire, cancel, acquire, hold, resell, reissue, dispose of, transfer, and otherwise deal in Shares and in any options, warrants or other rights to purchase Shares or any other interests in the Trust other than Shares.

  • Sale and Purchase of Shares Upon the terms and subject to the conditions contained herein, on the Closing Date the Seller shall sell, assign, transfer, convey and deliver to the Purchaser, and the Purchaser shall purchase from the Seller, all of the Shares.

  • Purchase of Shares For the sum of $25,000 (the “Purchase Price”), which the Company acknowledges receiving in cash, the Company hereby issues the Shares to the Subscriber, and the Subscriber hereby purchases the Shares from the Company, subject to forfeiture, on the terms and subject to the conditions set forth in this Agreement. Concurrently with the Subscriber’s execution of this Agreement, the Company shall, at its option, deliver to the Subscriber a certificate registered in the Subscriber’s name representing the shares (the “Original Certificate”), or effect such delivery in book-entry form.

  • PURCHASE OF COMMON STOCK Subject to the terms and conditions set forth in this Agreement, the Company has the right to sell to the Investor, and the Investor has the obligation to purchase from the Company, Purchase Shares as follows:

  • Issuance of Ordinary Shares on Exercise As soon as practicable after the exercise of any Warrant and the clearance of the funds in payment of the Warrant Price (if payment is pursuant to subsection 3.3.1(a)), the Company shall issue to the Registered Holder of such Warrant a book-entry position or certificate, as applicable, for the number of Ordinary Shares to which he, she or it is entitled, registered in such name or names as may be directed by him, her or it on the register of members of the Company, and if such Warrant shall not have been exercised in full, a new book-entry position or countersigned Warrant, as applicable, for the number of shares as to which such Warrant shall not have been exercised. Notwithstanding the foregoing, the Company shall not be obligated to deliver any Ordinary Shares pursuant to the exercise of a Warrant and shall have no obligation to settle such Warrant exercise unless a registration statement under the Securities Act with respect to the Ordinary Shares underlying the Public Warrants is then effective and a prospectus relating thereto is current, subject to the Company’s satisfying its obligations under Section 7.4 or a valid exemption from registration is available. No Warrant shall be exercisable and the Company shall not be obligated to issue Ordinary Shares upon exercise of a Warrant unless the Ordinary Shares issuable upon such Warrant exercise have been registered, qualified or deemed to be exempt from registration or qualification under the securities laws of the state of residence of the Registered Holder of the Warrants. Subject to Section 4.6 of this Agreement, a Registered Holder of Warrants may exercise its Warrants only for a whole number of Ordinary Shares. The Company may require holders of Public Warrants to settle the Warrant on a “cashless basis” pursuant to Section 7.4. If, by reason of any exercise of Warrants on a “cashless basis”, the holder of any Warrant would be entitled, upon the exercise of such Warrant, to receive a fractional interest in an Ordinary Share, the Company shall round down to the nearest whole number, the number of Ordinary Shares to be issued to such holder.

  • Purchase of Shares of Common Stock (a) Each Purchase Contract shall, unless an Early Settlement has occurred in accordance with Section 5.9, or a Merger Early Settlement has occurred in accordance with Section 5.10, obligate the Holder of the related Unit to purchase, and the Company to sell, on the Stock Purchase Date at a price equal to $50 (the "Purchase Price"), a number of newly issued shares of Common Stock equal to the Settlement Rate unless, on or prior to the Stock Purchase Date, there shall have occurred a Termination Event with respect to the Unit of which such Purchase Contract is a part. The "Settlement Rate" is equal to, (i) if the Applicable Market Value (as defined below) is greater than or equal to $21.08 (the "Threshold Appreciation Price"), 2.3719 shares of Common Stock per Purchase Contract, (ii) if the Applicable Market Value is less than the Threshold Appreciation Price, but is greater than $17.28, the number of shares of Common Stock per Purchase Contract equal to the Stated Amount of the related Unit divided by the Applicable Market Value, and (iii) if the Applicable Market Value is equal to or less than $17.28, 2.8935 shares of Common Stock per Purchase Contract, in each case subject to adjustment as provided in Section 5.6 (and in each case rounded upward or downward to the nearest 1/10,000th of a share). As provided in Section 5.12, no fractional shares of Common Stock will be issued upon settlement of Purchase Contracts. (b) No fractional shares of Common Stock will be issued by the Company with respect to the payment of Contract Adjustment Payments on the Stock Purchase Date. In lieu of fractional shares otherwise issuable with respect to such payment of Contract Adjustment Payments, the Holder will be entitled to receive an amount in cash as provided in Section 5.12.

  • Repurchase of Shares If any share is repurchased by any of the Funds or is tendered thereto for redemption within seven business days after confirmation by us of the original purchase order from you for such security, you shall forthwith refund to us the full compensation paid to you on the original sale.

  • Sale and Purchase of Stock 10 2.1. Sale and Purchase of Stock, Etc.......................................................10 2.2. Deposit...............................................................................10 2.3.

  • MECHANICS OF PURCHASE OF SHARES BY INVESTOR Subject to the satisfaction of the conditions set forth in Sections 2(E), 7 and 8, the closing of the purchase by the Investor of Shares (a "Closing") shall occur on the date which is no later than seven (7) Trading Days following the applicable Put Notice Date (each a "Closing Date"). Prior to each Closing Date, (I) the Company shall deliver to the Investor pursuant to this Agreement, certificates representing the Shares to be issued to the Investor on such date and registered in the name of the Investor; and (II) the Investor shall deliver to the Company the Purchase Price to be paid for such Shares, determined as set forth in Section 2(B). In lieu of delivering physical certificates representing the Securities and provided that the Company's transfer agent then is participating in The Depository Trust Company ("DTC") Fast Automated Securities Transfer ("FAST") program, upon request of the Investor, the Company shall use all commercially reasonable efforts to cause its transfer agent to electronically transmit the Securities by crediting the account of the Investor's prime broker (as specified by the Investor within a reasonably in advance of the Investor's notice) with DTC through its Deposit Withdrawal Agent Commission ("DWAC") system. The Company understands that a delay in the issuance of Securities beyond the Closing Date could result in economic damage to the Investor. After the Effective Date, as compensation to the Investor for such loss, the Company agrees to make late payments to the Investor for late issuance of Securities (delivery of Securities after the applicable Closing Date) in accordance with the following schedule (where "No. of Days Late" is defined as the number of trading days beyond the Closing Date, with the Amounts being cumulative.): LATE PAYMENT FOR EACH NO. OF DAYS LATE $10,000 WORTH OF COMMON STOCK 1 $100 2 $200 3 $300 4 $400 5 $500 6 $600 7 $700 8 $800 9 $900 10 $1,000 Over 10 $1,000 + $200 for each Business Day late beyond 10 days The Company shall make any payments incurred under this Section in immediately available funds upon demand by the Investor. Nothing herein shall limit the Investor's right to pursue actual damages for the Company's failure to issue and deliver the Securities to the Investor, except that such late payments shall offset any such actual damages incurred by the Investor, and any Open Market Adjustment Amount, as set forth below.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!