Purchase and Sale of Common Stock and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, Two Million Forty Thousand (2,040,000) shares of Common Stock (the "Shares") at a price per share of $1.00 (the "Per Share Purchase Price") for an aggregate purchase price of $2,040,000 (the "Purchase Price"). Each Purchaser shall pay the portion of the Purchase Price set forth opposite its name on Exhibit A hereto. The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D ("Regulation D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.
Appears in 1 contract
Samples: Common Stock and Warrant Purchase Agreement (Quantrx Biomedical Corp)
Purchase and Sale of Common Stock and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, Two Million Forty Thousand (2,040,000) an aggregate of 5,000,000 shares of Common Stock (the "Shares") at a price per share of $1.00 1.80 (the "Per Share Purchase Price") for an aggregate purchase price of up to $2,040,000 9,000,000 (the "Purchase Price"). Each Purchaser shall pay the portion of the Purchase Price set forth opposite its name on Exhibit A hereto. The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D ("Regulation D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.
Appears in 1 contract
Samples: Common Stock and Warrant Purchase Agreement (Nutrition 21 Inc)
Purchase and Sale of Common Stock and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, Two Million Forty Thousand (2,040,000) an aggregate of approximately 48,333,334 shares of Common Stock (the "SharesSHARES") at a price per share of $1.00 .12 (the "Per Share Purchase PricePER SHARE PURCHASE PRICE") for an aggregate purchase price of up to $2,040,000 5,800,000 (the "Purchase PricePURCHASE PRICE"). Each Purchaser shall pay the portion of the Purchase Price set forth opposite its name on Exhibit A hereto. The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities ActSECURITIES ACT"), including Regulation D ("Regulation REGULATION D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Practicexpert Inc)
Purchase and Sale of Common Stock and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, Two Million Forty Thousand (2,040,000) shares of Common Stock (the "“Shares"”) at a price per share of $1.00 (the "“Per Share Purchase Price"”) for an aggregate purchase price of Four Million Dollars ($2,040,000 4,000,000) (the "“Purchase Price"”). Each Purchaser shall pay the portion of the Purchase Price set forth opposite its name on Exhibit A hereto. The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "“Securities Act"”), including Regulation D ("“Regulation D"”), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.
Appears in 1 contract
Purchase and Sale of Common Stock and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the PurchasersPurchaser, and the Purchasers Purchaser shall purchase from the Company, Two Million Forty Thousand (2,040,000) up to 5,000,000 shares of Common Stock (the "Shares") at a price per share equal to eighty-five percent (85%) of $1.00 the average of the reported bid prices of the Common Stock for the ten (10) trading days prior to each Closing (as hereafter defined); provided, that, the "Per Share Purchase Price") for an aggregate per share purchase price of shall not be greater than $2,040,000 1.60 (the "Purchase Price"). Each Purchaser shall pay the portion of the Purchase Price set forth opposite its name on Exhibit A hereto. The Company and the Purchasers Purchaser are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D ("Regulation D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.
Appears in 1 contract
Samples: Common Stock and Warrant Purchase Agreement (Newport International Group Inc)