Purchase and Sale of Additional Shares Sample Clauses

Purchase and Sale of Additional Shares. (A) The Company has granted the Purchaser the right to purchase shares of Series B-2 Convertible Preferred Stock and Series B-3 Convertible Preferred Stock pursuant to the Collaboration Agreement. If the Purchaser exercises its right to purchase such additional Shares then, subject to the terms and conditions of this Agreement, the Company agrees to sell to the Purchaser, and the Purchaser agrees to purchase from the Company, that number of Shares determined by dividing the amount of the dollar investment by the Purchaser by the purchase price per share calculated in accordance with Section 1.2 of this Agreement. Each closing relating to the purchase of Shares following the Initial Closing shall be defined herein as a “Subsequent Closing,” and the Initial Closing and the Subsequent Closings shall be defined herein as the “Closings.”
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Purchase and Sale of Additional Shares. Subject to the terms and conditions of this Agreement, Strategic shall issue and sell to PIPE Purchaser, and PIPE Purchaser shall purchase from Strategic, 8,000,000 shares (as adjusted for splits, reclassifications, recapitalizations, recombinations and/or similar events or transactions) of Common Stock (the “Additional Shares” and together with the Stock Consideration, the “Shares”), representing $50,000,000 (the “Additional Shares Purchase Price”) divided by the Share Price. On the Closing Date, the PIPE Purchaser shall deliver the Additional Shares Purchase Price by wire transfer of immediately available funds in accordance with wire instructions provided to it by the SHR Parties. Strategic shall deliver a stock certificate representing the Additional Shares as set forth below in Section 5.2.5.1, subject to the WB Parties’ Book-Entry Option upon notice of the election of such option given by the WB Parties to Strategic no fewer than three Business Days prior to the Closing Date.
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Purchase and Sale of Additional Shares. Subject to the applicable terms and conditions set forth herein, the Company hereby agrees to issue and sell to Purchaser, and Purchaser hereby agrees to purchase from the Company, the Additional Shares, free and clear of all liens, claims, encumbrances and pre-emptive rights, other than any created by Purchaser. In consideration for the Additional Shares, Purchaser hereby agrees to pay to the Company, in cash, a purchase price of $5.75 per share for the Additional Shares, for an aggregate purchase price of $10,109,937 (the "Additional Purchase Price").
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Purchase and Sale of Additional Shares. Subject to the -------------------------------------- terms and conditions of this Agreement, the Holder agrees to sell at the Closing, and Synbiotics agrees to purchase at the Closing, 0 shares of Common Stock of the Company (the "Additional Shares") for a purchase price (the "Purchase Price") in an amount equal to the excess of (i) $500,000 over (ii) the amount by which the aggregate amount of all accounts payable of the Company on the date hereof, including all outstanding loans to the Company by Synbiotics, exceeds the total amount of all accounts receivable (net of appropriate reserves) and cash of the Company on the date hereof. The Additional Shares shall be transferred to Synbiotics at the Closing and shall not be returned even if the Purchase Price, as adjusted in accordance with Section 1.3 below, differs or is zero.
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Purchase and Sale of Additional Shares. Article 4 of the Purchase Agreement is amended by replacing such Article in its entirety with the following:
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Purchase and Sale of Additional Shares. At any time after the date hereof and prior to the Closing, Purchaser Representative may, in its sole and absolute discretion, deliver to the Company one or more written notices (the “Additional Purchase Notice(s)”), indicating Purchasers’ and/or Purchaser Designee’s desire to purchase additional shares of Common Stock (such number of shares indicated therein, the “Additional Shares”), at a price equal to the Price Per Share, up to an aggregate additional purchase price of Thirty Million Dollars ($30,000,000), which Additional Shares shall be allocated among Purchasers and/or the Purchaser Designee(s) as set forth in the Additional Purchase Notice(s). On the terms and subject to the conditions set forth in this Agreement, at the Closing, Purchasers and/or Purchaser Designee(s) shall purchase and acquire from the Company, and the Company shall issue and sell to Purchasers and/or Purchaser Designee(s), the Additional Shares. Promptly following execution and delivery of an Additional Purchase Notice, the Purchaser Representative shall deliver to the Company a revised copy of Schedule B, which shall set forth the portion of the Additional Purchase Price which each Purchaser and/or Purchaser Designee shall be responsible to pay, as determined by the Purchaser Representative in its sole discretion, and such revised Schedule B shall amend and restate Schedule B hereto without any further action by the Company or any other Party.
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Purchase and Sale of Additional Shares. (a) If either (i) the Company shall have delivered an Additional Investment Request pursuant to Section 1. 03 (b) (i) above which shall have become effective pursuant to Section 1.03(b)(ii) above or (ii) WCAS VII shall have delivered a Purchase Notice pursuant to Section 1.03(c) above, then, subject to the other terms and conditions of this Agreement, on the Subsequent Closing Date specified in such Additional Investment Request or Purchase Notice, as the case may be, the Company shall issue and sell to the Purchasers and the Founders, and the Purchasers and the Founders shall purchase from the Company, the number of Additional Shares specified in the Additional Investment Request or the Purchase Notice, as the case may be, subject to compliance with applicable securities laws, at a purchase price per share of $100, and the Company shall issue and deliver to the Purchasers and the Founders stock certificates in definitive form, registered in the names of the respective Purchasers and Founders, evidencing the Additional Shares purchased by them hereunder.
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Purchase and Sale of Additional Shares. 2 1.1 PURCHASE AND SALE OF THE ADDITIONAL SHARES...................................................2 1.2
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Purchase and Sale of Additional Shares 
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Related to Purchase and Sale of Additional Shares

  • Registration and Sale of Additional Shares The Fund will from time to time use its best efforts to register under the 1933 Act such number of Shares not already so registered as you may reasonably be expected to sell on behalf of the Fund. You and the Fund will cooperate in taking such action as may be necessary from time to time to comply with requirements applicable to the sale of Shares by you or the Fund in any states mutually agreeable to you and the Fund, and to maintain such compliance. This Agreement relates to the issue and sale of Shares that are duly authorized and registered under the 1933 Act and available for sale by the Fund, including redeemed or repurchased Shares if and to the extent that they may be legally sold and if, but only if, the Fund sees fit to sell them.

  • Purchase and Sale of Common Shares (a) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties set forth in Schedule B to this Agreement, the Purchaser hereby agrees to purchase from the Company and the Company hereby agrees to sell to the Purchaser, on the Closing Date, 104,500,000 Common Shares (the “Purchased Shares”) at a price of $48.60 per Purchased Share for an aggregate purchase price of $5,078,700,000 (the “Share Purchase Price”).

  • Purchase and Sale of Shares 2.1.1. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer and deliver to Buyer, free and clear of all Liens (other than Liens under the Securities Act and any other applicable state or foreign securities Laws), and Buyer shall purchase from Seller, all right, title and interest in and to the Shares.

  • Purchase and Sale of Warrants The purchase and sale of the Warrants shall occur simultaneously with the consummation of the IPO. At least 24 hours prior to the date of the final prospectus in connection with the IPO, the undersigned shall deliver $100,000.00 (the “Purchase Price”) to Continental or such other agent as may be agreed to by the parties hereto (“Agent”) to hold in an account until the Company consummates the IPO. Simultaneously with the consummation of the IPO, Agent shall deposit the Purchase Price, without interest or deduction, into a trust account established by the Company for the benefit of the Company’s public stockholders at JX Xxxxxx Chase Bank, N.A., and maintained by Continental, as trustee. In the event that the IPO is not consummated within fourteen (14) days of the date the Purchase Price is delivered to Agent, Agent shall return the Purchase Price to the Purchaser, with accrued interest.

  • Purchase and Sale of the Units Upon the terms and subject to the conditions of this Agreement, at the Closing, the Sellers shall severally sell, assign, transfer, convey and deliver, or cause to be sold, assigned, transferred, conveyed and delivered, to the Purchaser, all of the Units, and the Purchaser shall purchase the Units, free and clear of any Encumbrances.

  • Purchase and Sale of Common Stock Subject to the terms and conditions set forth herein, the Company shall issue and sell to the Investor, and the Investor shall purchase from the Company, up to that number of Shares having an aggregate Purchase Price of Ten Million dollars ($10,000,000).

  • Purchase and Sale of Shares and Warrants Subject to the satisfaction (or waiver) of the conditions to Closing set forth in this Agreement and the Escrow Agreement, each Subscriber shall purchase the Shares and Warrants for the portion of the Purchase Price indicated on the signature page hereto, and the Company shall sell such Shares and Warrants to the Subscriber. The Purchase Price for the Shares and Warrants shall be paid in cash. The entire Purchase Price shall be allocated to the Shares.

  • Purchase and Sale of Units The Purchaser hereby subscribes for and purchases from the Company, and the Company hereby issues and sells to the Purchaser, 25,000 units (the “Initial Units”) at a purchase price of approximately $.003478 per Initial Unit for an aggregate purchase price of $86.95. Each Initial Unit consists of one share of Common Stock and one warrant (an “Initial Warrant”) to purchase one additional share of Common Stock for $6.00 in accordance with the terms of the Warrant Agreement to be entered into by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, which shall be substantially in the form attached hereto as Exhibit A (the “Warrant Agreement”). The Initial Units, together with the underlying Common Stock and the Initial Warrants, are referred to herein as the “Securities.”

  • Purchase and Sale of Common Shares and Warrants (a)Purchase of Common Shares and Warrants. 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, shall purchase from the Company on the Closing Date (as defined below), the number of Common Shares as is set forth opposite such Buyer's name in column (4) on the Schedule of Buyers, along with the Warrants to acquire up to that number of Warrant Shares as is set forth opposite such Buyer's name in column (5) on the Schedule of Buyers (the “Closing”).

  • Purchase and Sale of Preferred Shares Upon the following terms and conditions, CDRD shall issue and sell to each Investor severally, and each Investor severally shall purchase from CDRD, the number of First Closing Shares and up to the number of Second Closing Shares indicated next to such Investor's name on Schedule I attached to this Agreement."

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