Purchase and Delivery of Shares. Grantee shall be required, to the extent required by applicable law, to purchase the shares of Restricted Stock from the Company at the aggregate par value of the shares of Stock represented by such Restricted Stock (the “Purchase Price”). The Purchase Price shall be payable in cash or in cash equivalents acceptable to the Company. Upon the expiration or termination of the Restriction Period, the restrictions applicable to Restricted Stock shall lapse, and, a certificate for such shares of Stock shall be delivered, free of all such restrictions, to Grantee or Grantee’s beneficiary or estate, as the case may be. Notwithstanding anything in this Agreement to the contrary, the Company may elect to satisfy any requirement for the delivery of stock certificates hereunder through the use of book-entry.
Purchase and Delivery of Shares. Grantee shall be required, to the extent required by applicable law, to purchase the shares of Restricted Stock from the Company at the aggregate par value of the shares of Stock represented by such Restricted Stock (the “Purchase Price”). The Purchase Price shall be payable in cash or in cash equivalents acceptable to the Company. Upon the expiration or termination of the Restriction Period, and the Grantee having properly paid the Purchase Price, the restrictions applicable to Restricted Stock shall lapse, and, a certificate for such shares of Stock shall be delivered, free of all such restrictions, to Grantee or Xxxxxxx’s beneficiary or estate, as the case may be. Notwithstanding anything in this Agreement to the contrary, the Company may elect to satisfy any requirement for the delivery of stock certificates hereunder through the use of book-entry.
Purchase and Delivery of Shares. A. Subject to the terms, conditions and limitations of this Agreement and to the availability of Shares after purchases made in the Offering by persons who are Non-Restricted Persons, each Standby Purchaser agrees to purchase from FBS, at the public offering price of $10.00 per Share (the “Purchase Price”), such number of Shares up to the number set forth opposite such Standby Purchaser’s name in Exhibit A hereto (each, such Standby Purchaser’s “Maximum Standby Purchase Commitment”) as may be determined pursuant to Sections 2(B) and 2(C) below.
B. The number of Shares to be sold by FBS to each Standby Purchaser pursuant to this Agreement shall be determined as set forth below. In no event will such number exceed any Standby Purchaser’s Maximum Standby Purchase Commitment. As soon as practicable following the execution and delivery of the Underwriting Agreement, the Representatives shall deliver to each Standby Purchaser their written representation (the “FBS Representation”) as to the number of Shares they have been unable to sell to Non-Restricted Persons pursuant to the Offering (“Available Shares”).
C. Subject to the terms of this Agreement, each Standby Purchaser agrees severally, and not jointly, to purchase from FBS a number of Shares equal to the following:
(i) Xxxxx Xxxxxxxx shall purchase the number of Available Shares up to, but not to exceed, the Maximum Standby Purchase Commitment set forth opposite his name in Exhibit A hereto, at the Purchase Price per Share, following which purchase the number of Available Shares shall be reduced by the number of Shares purchased by him under this Section 2(C)(i);
(ii) If, following the purchase of Shares by Xxxxx Xxxxxxxx pursuant to Section 2(C)(i), the number of Available Shares is greater than zero, then Xxxxx Xxxxxx and Xxxxxxx “Xxxx” French shall purchase, pro rata with each such Standby Purchaser’s Maximum Standby Purchase Commitment (as set forth opposite each such Standby Purchaser’s name in Exhibit A hereto), the number of Available Shares up to, but not to exceed, the Maximum Standby Purchase Commitment set forth opposite each such Standby Purchaser’s name in Exhibit A hereto, at the Purchase Price per Share, following which purchase the number of Available Shares shall be reduced by the number of Shares purchased by them together under this Section 2(C)(ii); and
(iii) If, following the purchase of Shares by Cornell “Buck” French and Xxxxx Xxxxxx pursuant to Section 2(C)(ii), the number of Availab...
Purchase and Delivery of Shares. A. The Purchaser and White River hereby acknowledge and agree that White River has entered into, or contemplates entering into, one or more additional standby purchase agreements ("Standby Purchase Agreements") with certain other parties (collectively with the Purchaser, the "Standby Purchasers") on terms substantially similar to this Agreement, except that they may provide for the purchase of a different Maximum Standby Purchase Commitment and a different Minimum Standby Purchase Commitment (both as defined below).
B. Subject to the terms, conditions and limitations of this Agreement and to the availability of Shares after subscriptions made in the Subscription Offering, the Purchaser agrees to purchase from White River, at the subscription price per Share of $10.00 (the "Subscription Price"), up to the number of Shares stated on the signature page of this Agreement, to the extent necessary to provide for full subscription for all Shares offered by White River in the Offering (the "Maximum Standby Purchase Commitment").
C. The minimum shares to be issued by White River to Purchaser shall be determined as follows (in either case, such minimum is referred to herein as the "Minimum Standby Purchase Commitment"). In no event will the Minimum Standby Purchase Commitment exceed the Maximum Standby Purchase Commitment.
(i) If the Purchaser is not a Record Date Holder, subject to the terms and conditions at the Closing (as defined below), White River agrees to issue and sell to the Purchaser, and the Purchaser agrees to purchase from White River, at the Subscription Price, a number of Shares equal to the Maximum Standby Purchase Commitment times ___%.
(ii) If the Purchaser is a Record Date Holder, subject to the terms and conditions at the Closing (as defined below), White River agrees to issue and sell to the Purchaser, and the Purchaser agrees to purchase from White River, at the Subscription Price, a number of Shares equal to the sum of the Purchaser's Basic Subscription Amount (set forth on the signature page of this Agreement) plus ___% of the amount by which the Purchaser's Maximum Standby Purchase Commitment exceeds Purchaser's Basic Subscription Amount.
D. If the number of Shares remaining and not subscribed for after allocations of Shares necessary to satisfy subscriptions made in the Subscription Offering and the Minimum Standby Purchase Commitments of all Standby Purchasers is less than the aggregate Maximum Standby Purchase Commitments of Standby Purc...
Purchase and Delivery of Shares. Upon its receipt of the purchase price for each Share, the Company shall issue and sell to Purchaser the number of Shares, the stated value of which shall be $10,000 per share (the "Original Preferred Stock Issue Price"). On and as of the Effective Date, the Company shall execute and deliver to the Purchaser a stock certificate in proper form representing the Shares.
Purchase and Delivery of Shares. The Investor hereby agrees to pay the Company the Purchase Price listed on the signature page hereto within three (3) business days following the execution of this Agreement as follows:
a. The Purchase Price shall be made by a wire transfer of funds to a bank account specified by the Company in writing; and
b. The Shares shall be delivered via a book entry account at the Company’s stock transfer agent, which Shares shall contain a restrictive legend specifying that the Shares have not been registered under the Act and may only be sold pursuant to an exemption from such registration.
Purchase and Delivery of Shares. 1.1 Standby Purchaser and the Company hereby acknowledge and agree that the Company has entered into, or contemplates entering into, one or more additional standby purchase agreements ("Standby Purchase Agreements") with certain other parties (collectively with Standby Purchaser, the "Standby Purchasers") on terms substantially similar to this Agreement, except that they may provide for the purchase of a different Maximum Standby Purchase Commitment (as defined below).
1.2 Subject to the terms, conditions and limitations of this Agreement and to the availability of shares of Common Stock after exercise of Rights in the Rights Offering, if any Standby Purchaser agrees to purchase from the Company, at the subscription price per share of $2.40 (the "Subscription Price"), up to the number of shares of Common Stock stated on the signature page of this Agreement, to the extent necessary to provide for full subscription for all shares of Common Stock offered by the Company in the Offering (the "Maximum Standby Purchase Commitment").
1.3 In the event that the number of shares of Common Stock remaining and not subscribed for after the exercise of Rights in the Rights Offering is less than the aggregate Maximum Standby Purchase Commitments of Standby Purchasers, such remaining shares of Common Stock will be allocated pro rata among Standby Purchasers according to their respective Maximum Standby Purchase Commitments. Subject to the terms and conditions of this Agreement, Standby Purchaser agrees to purchase such number of shares of Common Stock as are allocated to Standby Purchaser pursuant to this Agreement.
1.4 The rights and obligations of Standby Purchaser and the Company under the Agreement are subject to any conditions described in the Registration Statement.
Purchase and Delivery of Shares. A. The Purchaser and the Company hereby acknowledge and agree that the Company has entered into one or more additional securities purchase agreements (the "Purchase Agreements") with certain other parties (collectively with the Purchaser, the "Shares Purchasers") on terms substantially similar to this Agreement. The obligations of the Purchaser and the Company under this Agreement shall not be affected by the obligations of any other Shares Purchaser and, except as expressly provided herein, are unconditional.
B. Subject to the terms, conditions and limitations of this Agreement, at the Closing (as defined below) the Purchaser agrees to purchase from the Company and the Company agrees to sell to the Purchaser, the number of Shares set forth on the signature page hereof at the subscription price per share of $19.00 (the "Subscription Price").
Purchase and Delivery of Shares. Grantee shall be required, to the extent required by applicable law, to purchase the shares of Stock issuable hereunder from the Company at the aggregate par value of the shares of Stock (the “Purchase Price”). The Purchase Price shall be payable in cash or in cash equivalents acceptable to the Company. Unless an election is made under Section 7, upon the expiration or termination of the Restriction Period, and Grantee having properly paid the Purchase Price, the shares of Stock shall be issuable to Grantee (or his estate) and a certificate for such shares of Stock shall be delivered, free of all such restrictions, to Grantee or Grantee’s estate, as the case may be. Notwithstanding anything in this Agreement to the contrary, the Company may elect to satisfy any requirement for the delivery of stock certificates through the use of book-entry.
Purchase and Delivery of Shares. Purchasers of an aggregate of at least $10,000,000 of Series C Preferred shall have paid the purchase price therefor to the Company and the Company shall have delivered to each such Purchaser at the Closing a stock certificate(s) representing the number of the Shares to be acquired by such Purchaser, as designated in EXHIBIT A.
