Option to Purchase Securities Sample Clauses

Option to Purchase Securities. (a) BANX and its partners, NYNEX MMDS Holding and MMDS Holdings II, hereby grant to CAI or its designee the right and option to purchase, at any time through February 28, 1998 (the "Option Expiration Date"), all (but not less than all) of the Purchased Securities, including all accrued and unpaid dividends thereon, for an aggregate purchase price equal to the Purchase Price specified below. The option shall be exercised by written notice (the "Option Exercise Notice") to BANX, NYNEX MMDS and MMDS Holdings II in accordance with the Securities Purchase Agreement, which notice shall identify any designee. If the Option Exercise Notice from CAI includes a request to keep the identity of the designee (if any) confidential, the sellers will not publicly disclose the designee's identity, until such time as the identity of the designee as the purchaser of the Purchased Securities is otherwise made public, except as may otherwise be required by any applicable law, rule, regulation, court order or requirement of a government entity, including without limitation, the rules or regulations of any securities exchange. Upon such exercise, the purchase and sale of the Purchased Securities shall occur at the offices of NYNEX MMDS Holding in New York City (the "Closing") on the date, not later than February 28, 1998, as shall be specified by CAI in the Option Exercise Notice, at which closing BANX, NYNEX MMDS Holding and MMDS Holdings II shall deliver the certificates or other instruments representing the Purchased Securities to CAI or its designee (without representation or warranty except as to title) against payment of the Purchase Price as provided below, and CAI shall deliver such legal opinions, opinions of financial advisors and officers' certificates as may reasonably be requested by the sellers or as may be customary for transactions of such nature, provided that if CAI or its designee is unable to close within such period solely due to the document deliveries required pursuant to this sentence, then at the election of CAI in writing to sellers not less than 2 business days prior to the expiration of such period, the cash portion of the Purchase Price may be deposited in an interest bearing account and the Junior Preferred Stock (as defined below) shall be delivered to Day, Berry & Howard, to be held in escrow, for a period ox xx to xxxxxx (30) days in order to permit the purchaser to satisfy such delivery requirements and the Closing shall be deemed timely if cons...
Sample 1
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Option to Purchase Securities. At any time on or before the Outside Date (as defined below) Investor shall have the right and option to, in its sole discretion, elect to purchase an additional 1,562,500 HUMBL Shares (the “Second Closing HUMBL Shares”) and the Subsidiary Shares (together with the Second Closing HUMBL Shares, the “Second Closing Shares”) (the “Call Option”) by delivering notice of such election to Company (the “Call Option Election Notice”) which notice shall specify the Second Closing Date (which will be on or prior to the Outside Date). If Investor elects to exercise the Call Option, Investor shall deliver to Company $6,500,000.00 (the “Second Tranche Purchase Price”) on the Second Closing Date (as specified in the Call Option Election Notice) in exchange for the Second Closing Shares. If Investor does not deliver the Call Option Election Notice on or prior to the Outside Date, the Call Option shall expire and Investor will be deemed to have relinquished the Call Option. In any case and for the avoidance of doubt, Investor’s election not to exercise the Call Option shall not affect the First Closing Shares.
Sample 1
Option to Purchase Securities. At any time on or before the Outside Date (as defined below) Investor shall have the right and option to, in its sole discretion, elect to purchase an additional (i) 1,562,500 HUMBL Shares, or (ii) the numbers of HUMBL Shares resulting from dividing the Second Tranche Purchase Price (as defined below) by the closing price of HUMBL Shares (OTCMKTS:HMBL) published at hxxxx://xxx.xxxxxxxxxx.xxx/ on the day before that the Call Option Election Notice (as defined below) is delivered, (the “Second Closing HUMBL Shares”), plus the Subsidiary Shares (together with the Second Closing HUMBL Shares, the “Second Closing Shares”) (the “Call Option”) by delivering notice of such election to Company (the “Call Option Election Notice”) which notice shall specify the Second Closing Date (which will be on or prior to the Outside Date) and the number of shares to be purchased pursuant to alternatives (i) or (ii) contained above in this paragraph. If Investor elects to exercise the Call Option, Investor shall deliver to Company $6,500,000.00 (the “Second Tranche Purchase Price”) on the Second Closing Date (as specified in the Call Option Election Notice) in exchange for the Second Closing Shares. If Investor does not deliver the Call Option Election Notice on or prior to the Outside Date, the Call Option shall expire and Investor will be deemed to have relinquished the Call Option. In any case and for the avoidance of doubt, Investor’s election not to exercise the Call Option shall not affect the First Closing Shares.”
Sample 1
Option to Purchase Securities. Section 1 of the Modification Agreement is hereby amended by deleting it in its entirety and inserting the following in lieu thereof:
Sample 1
Option to Purchase Securities. EXTECH hereby agrees that, in the event the Offering is consummated and EXTECH undertakes the Aegis Placement, the Subscriber or its permitted assigns shall have the right (the "Option") to acquire up to $500,000 of the units or other securities offered by EXTECH pursuant to, and upon the terms and provisions specified in, the Aegis Documents. EXTECH agrees that it will not undertake the Aegis Placement unless the Option is provided for therein. EXTECH shall pay no commission to Aegis in connection with the sale of the Units or other securities to the Subscriber or its permitted assigns pursuant to any Option exercise. The Subscriber shall not be required to pay directly any of the expenses of, or commissions or other fees to, Aegis. The Option shall be exercisable during the twenty day period following the delivery to the Subscriber of the definitive Aegis Documents and shall be exercised by the execution and delivery by the Subscriber to EXTECH or Aegis (as provided for in the Aegis Documents) of any and all subscription documents and the required subscription price. In the event of the exercise of the Option, the Subscriber or its permitted assigns shall have all the rights and obligations of a subscriber for Units or other securities pursuant to the Aegis Placement. The Subscriber acknowledges and agrees that the Option may be exercised only as part of the Aegis Placement, and the Subscriber shall not be entitled to acquire any securities pursuant to the provisions of this Section 2.1 if the Aegis Placement is not consummated. EXTECH will not grant any investor in the Aegis Placement any right to acquire securities of EXTECH on terms more favorable to it than offered to the Subscriber.
Sample 1
Option to Purchase Securities 
Sample 1

Related to Option to Purchase Securities

  • Option to Purchase Shares The Company hereby grants to the Optionee an Option (the “Option”), pursuant to the Plan, to purchase up to ________________ (___________) shares of the Company’s common stock (the “Stock”). The Option Price for each share of Stock shall be ____________________Dollars and ______________ Cents ($______), which is acknowledged to be 100% of the Fair Market Value of each share of Stock as of the date hereof. The Option shall be exercisable for the number of shares of Stock and during the specific exercise periods (“Exercise Period(s)”) set forth in the following table: Number of Shares Exercise Period _______________________ (___________) Shares ________________1 through ______________

  • Option to Purchase (i) In the event that the Assuming Institution determines that there is a substantial likelihood that continued efforts to collect a Shared-Loss Asset or an Asset for which a charge-off was effected by the Failed Bank with, in either case, a Legal Balance of $5,000,000 or more on the Accounting Records of the Assuming Institution will result in an expenditure, after Bank Closing, of funds by on behalf of the Assuming Institution to a third party for a specified purpose (the expenditure of which, in its best judgment, will maximize collections), which do not constitute Reimbursable Expenses or Recovery Expenses, and such expenses will exceed ten percent (10%) of the then book value thereof as reflected on the Accounting Records of the Assuming Institution, the Assuming Institution shall (i) promptly so notify the Receiver and (ii) request that such expenditure be treated as a Reimbursable Expense or Recovery Expense for purposes of this Section 2.1. (Where the Assuming Institution determines that there is a substantial likelihood that the previously mentioned situation exists with respect to continued efforts to collect a Shared-Loss Asset or an Asset for which a charge-off was effected by the Failed Bank with, in either case, a Legal Balance of less than $1,000,000 on the Accounting Records of the Assuming Institution, the Assuming Institution may so notify the Receiver and request that such expenditure be treated as a Reimbursable Expense or Recovery Expense.) Within thirty (30) days after its receipt of such a notice, the Receiver will advise the Assuming Institution of its consent or denial, that such expenditures shall be treated as a Reimbursable Expense or Recovery Expense, as the case may be. Notwithstanding the failure of the Receiver to give its consent with respect to such expenditures, the Assuming Institution shall continue to administer such Shared-Loss Asset in accordance with Section 2.2, except that the Assuming Institution shall not be required to make such expenditures. At any time after its receipt of such a notice and on or prior to the Termination Date the Receiver shall have the right to purchase such Shared-Loss Asset or Asset as provided in Section 2.1(e)(iii), notwithstanding any consent by the Receiver with respect to such expenditure.

  • Conditions to Purchase of Option Securities In the event that the Underwriters exercise their option provided in Section 2(b) hereof to purchase all or any portion of the Option Securities, the representations and warranties of the Company contained herein and the statements in any certificates furnished by the Company and any of its subsidiaries hereunder shall be true and correct as of each Date of Delivery and, at the relevant Date of Delivery, the Representatives shall have received:

  • Conditions to Purchase of Option Shares In the event that the Underwriters exercise their option provided in Section 3(b) hereof to purchase all or any portion of the Option Shares, the representations and warranties of the Company contained herein and the statements in any certificates furnished by the Company hereunder shall be true and correct as of each Date of Delivery and, at the relevant Date of Delivery, the Representative shall have received:

  • Election to Purchase (To Be Executed Upon Exercise of Warrant) The undersigned hereby irrevocably elects to exercise the right, represented by this Warrant Certificate, to receive [·] Ordinary Shares and herewith tenders payment for such Ordinary Shares to the order of TH International Limited (the “Company”) in the amount of $[ ] in accordance with the terms hereof. The undersigned requests that a certificate for such Ordinary Shares be registered in the name of [·], whose address is [·] and that such Ordinary Shares be delivered to [·], whose address is [·]. If said [·] number of Ordinary Shares is less than all of the Ordinary Shares purchasable hereunder, the undersigned requests that a new Warrant Certificate representing the remaining balance of such Ordinary Shares be registered in the name of [·], whose address is [·] and that such Warrant Certificate be delivered to [·], whose address is [·]. In the event that the Warrant has been called for redemption by the Company pursuant to Section 6.2 of the Warrant Agreement and a holder thereof elects to exercise its Warrant pursuant to a Make-Whole Exercise, the number of Ordinary Shares that this Warrant is exercisable for shall be determined in accordance with subsection 3.3.1(c) or Section 6.2 of the Warrant Agreement, as applicable. In the event that the Warrant is a Private Placement Warrant that is to be exercised on a “cashless” basis pursuant to subsection 3.3.1(c) of the Warrant Agreement, the number of Ordinary Shares that this Warrant is exercisable for shall be determined in accordance with subsection 3.3.1(c) of the Warrant Agreement. In the event that the Warrant is to be exercised on a “cashless” basis pursuant to Section 7.4 of the Warrant Agreement, the number of Ordinary Shares that this Warrant is exercisable for shall be determined in accordance with Section 7.4 of the Warrant Agreement. In the event that the Warrant may be exercised, to the extent allowed by the Warrant Agreement, through cashless exercise (i) the number of Ordinary Shares that this Warrant is exercisable for would be determined in accordance with the relevant section of the Warrant Agreement which allows for such cashless exercise and (ii) the holder hereof shall complete the following: The undersigned hereby irrevocably elects to exercise the right, represented by this Warrant Certificate, through the cashless exercise provisions of the Warrant Agreement, to receive Ordinary Shares. If said number of Ordinary Shares is less than all of the Ordinary Shares purchasable hereunder (after giving effect to the cashless exercise), the undersigned requests that a new Warrant Certificate representing the remaining balance of such Ordinary Shares be registered in the name of [·], whose address is [·] and that such Warrant Certificate be delivered to [·], whose address is [·]. Date [__], 20__ (Signature) (Address) (Tax Identification Number) Signature Guaranteed: THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM, PURSUANT TO S.E.C. RULE 17Ad-15 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED).

  • Obligation to Purchase (a) The Subscriber agrees to purchase from the Company convertible notes ("Put Notes") in up to the principal amount set forth on the signature page hereto for up to the aggregate amount of Put Note principal ("Put Purchase Price") designated on the signature page hereto (the "Put"). Collectively the Put Notes, Warrants issuable in connection with the Put, and Common Stock issuable upon conversion of the Put Notes and exercise of the Warrants are referred to as the "Put Securities".) The Warrants issuable in connection with the Put Notes are referred to herein as Warrants or Put Warrants. Except as described in Section 11.1(c) hereof, each Put Note will be identical to the Note except that the Maturity Date will be two years from each Put Closing Date (as hereinafter defined). The Holders of the Put Securities are granted all the rights, undertakings, remedies, liquidated damages and indemnification granted to the Subscriber in connection with the Note, including but not limited to, the rights and procedures set forth in Section 9 hereof and the registration rights described in Section 10 hereof.

  • Agreement to Purchase Purchase Price a. Upon the terms and subject to the conditions of this Agreement, on the Purchase Date (as defined below) the Company will issue and sell to Purchaser, and Purchaser agrees to purchase from the Company, ________ (------) shares of the Company's Common Stock (the "Shares") at a purchase price of _______ ($_____) per Share, for a total purchase price of _______________ ($_______). The term "Shares" refers to the purchased Shares and all securities received in replacement of or in connection with the Shares pursuant to stock dividends or splits, all securities received in replacement of the Shares in a recapitalization, merger, reorganization, exchange or the like, and all new, substituted or additional securities or other properties to which Purchaser is entitled by reason of Purchaser's ownership of the Shares.

  • Decision to Purchase The Assignee represents and warrants that it is a sophisticated investor able to evaluate the risks and merits of the transactions contemplated hereby, and that it has not relied in connection therewith upon any statements or representations of the Assignor or the Servicer other than those contained in the Servicing Agreement or this Assignment Agreement.

  • GRANT OF THE RIGHT TO PURCHASE COMMON STOCK (a) For value received, the Company hereby grants to the Warrantholder, and the Warrantholder is entitled, upon the terms and subject to the conditions hereinafter set forth, to subscribe for and purchase, from the Company, up to the number of fully paid and non-assessable shares of Common Stock (as defined below) as determined pursuant to Section 1(b) below, at a purchase price per share equal to the Exercise Price (as defined below). The number and Exercise Price of such shares are subject to adjustment as provided in Section 8. As used herein, the following terms shall have the following meanings:

  • Agreement to Purchase and Sell Shares Subject to the terms and conditions of this Agreement, at the Closing (as herein defined), the Company shall sell and issue to the Purchaser, 48,077 shares of Common Stock (the shares of Common Stock purchased by the Purchaser, the “Purchased Shares”) for an aggregate purchase price of $25,000 and a per share purchase price of $0.52 (such amount being equal to the OTCQX closing transaction price of the Common Stock on the previous business day).

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