Purchase and Exchange. 1 1.2 Contribution...........................................................................................1 1.3
Purchase and Exchange. Cash Consideration and Payment; Deposit for Purchase; ------------------------------------------------------ Contribution and Exchange ................................. 10 ------------------------- Section
Purchase and Exchange. On the basis of the representations, --------------------- warranties, covenants and agreements and subject to the terms and conditions hereof and the satisfaction or waiver of the conditions set forth herein, Exiting Sellers agree to sell for cash and Continuing Sellers agree to sell for cash and exchange for Nassau Equity Interests, and Buyer agrees to so purchase and exchange, at the Closing, all of the Subject Interests as provided in this Article II.
Purchase and Exchange. On the Closing Date (as defined in Section 1.6), each of the Sellers shall sell to EMKT that number of shares of Company Common Stock set forth opposite such Seller's name on Schedule 1.1 (the "PURCHASED COMPANY STOCK"), constituting in the aggregate 50 percent of the number of outstanding shares of Company Stock (on a fully diluted and converted basis) (the "PURCHASE"), for a consideration equal to that number of EMKT shares set forth opposite such Seller's name on Schedule 1.1 (the "PURCHASE CONSIDERATION"). The Purchase Consideration shall be payable on the later of the Closing Date and January 3, 2000.
Purchase and Exchange. On the Closing Date (as defined in Section 1.6), each of the Sellers shall sell, and on the Option Closing Date (as defined in Section 1.6) the Sellers shall cause each of the Optionees to sell, to EMKT that number of shares of Company Common Stock or Company Preferred Stock set forth opposite such Seller's or Optionee's name on Schedule 1.1 (the "PURCHASED COMPANY STOCK"), constituting in the aggregate 45 percent of the number of outstanding shares of Company Stock (on a fully diluted and converted basis) (the "PURCHASE"), for a consideration equal to that number of EMKT shares set forth opposite such Seller's or Optionee's name on Schedule 1.1 (the "PURCHASE CONSIDERATION"). The Purchase Consideration shall be payable on January 3, 2000.
Purchase and Exchange. VOIP Telecom, INC will sell to Universal Commerce Limited , Inc., 100% of the common stock of Access Communications, INC., with its ownership of interest in telecom equipment and services, a copy of which is attached hereto and made a copy hereof as Exhibit A, in exchange for a note receivable.
Purchase and Exchange. At the Closing to be held in accordance with ----------------------- the provisions of Section 2 below, the Company agrees to sell, and each of the Purchasers agrees, severally and not jointly, to purchase from the Company (a) that number of authorized and newly issued shares of the Company's Common Stock set forth opposite the name of each such Purchaser on the signature page hereof, and (b) a warrant to purchase, at the price of $1.50 per share, that number of additional authorized and but unissued shares of the Company's Common Stock set forth opposite the name of each such Purchaser on the signature page hereof. In consideration for the issuance and sale of the Company's Common Stock and the warrants to purchase, at the price of $1.50 per share, additional shares of the Company's Common Stock (individually a "Warrant", and collectively, the "Warrants") to the Purchasers, and as payment in full of the purchase price for the Company's Common Stock and Warrants to be issued and sold to, and purchased by, each of them pursuant to the provisions of this Agreement, at the Closing each Purchaser shall deliver to the Company the certificates evidencing the respective number of shares of Arrowhead Stock and the Arrowhead Warrants owned by each which is set forth opposite the name of such Purchaser on the signature page hereof. As a consequence, an aggregate of 5,655,000 shares of the Company's Common Stock, and warrants to purchase an aggregate of 5,645,000 shares of Common Stock, will be issued to the Purchasers as a group.
Purchase and Exchange. (a) Upon the terms and subject to the conditions of this Agreement, at the Closing, the Company shall purchase from the Seller, and the Seller agrees to sell to the Company $3,500,000 in aggregate principal amount of the Seller’s Old Notes at a purchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest on such Old Notes to, and including, the Closing Date (the Purchase Price”); and
(b) Upon the terms and subject to the conditions of this Agreement, at the Closing (as defined herein), the Company shall issue to the Holder, and the Holder agrees to accept from the Company, $10,000,000 in aggregate principal amount of Exchange Notes, together with all accrued and unpaid interest paid in cash on the Old Notes to, but excluding, the Closing Date, in exchange for $10,000,000 aggregate principal amount of the Holder’s Old Notes.
Purchase and Exchange. 21 Section 2.2 Closing ................................................................................................ 21 Section 2.3 Deliveries at the Closing ..................................................................... 21 Section 2.4
Purchase and Exchange. The aggregate consideration payable by Buyer to the Sellers for the Purchased Interests and the Blocker Interests (the “Purchase Price”) is equal to: (i) the Aggregate Cash Consideration plus (ii) the Aggregate Stock Consideration.
