Purchase and Sale of Debenture. Simultaneously with the execution and delivery herewith, Buyer is purchasing from the Company, and the Company is selling to Buyer, a Debenture in the principal amount of $25,000 against payment of the purchase price therefor equal to the par value of the Debenture.
Purchase and Sale of Debenture. (i) The Buyer agrees to purchase from the Company, and the Company agrees to sell to the Buyer, the Debenture on the terms and conditions set forth below in this Agreement and the other Transaction Documents.
(ii) Subject to the terms and conditions of this Agreement and the other Transaction Documents, the Buyer will purchase the Debenture at closing (the “Closing”) to be held on the Closing Date.
Purchase and Sale of Debenture. Subject to the satisfaction (or waiver) of the terms and conditions of this Agreement, Buyer agrees to purchase, at the Closing, and Company agrees to sell and issue to Buyer, at the Closing, a Debenture in the amount of the Purchase Price.
Purchase and Sale of Debenture. 3.1 Investor agrees, on the terms of and subject to the conditions specified in this Agreement, to lend to the Company the Principal. Investor's loan shall be evidenced by a convertible debenture ("Debenture") in the form of Exhibit A dated the Closing Date, and will provide that for value received, unless previously converted, the Company will pay to Investor on or before Maturity the amount of the Principal in lawful money of the United States with interest on the Principal from the Closing Date. The interest rate will be calculated on basis of a simple interest rate of 10% (ten percent) per annum, and shall be payable annually.
3.2 At the Closing, Investor shall deliver to the Company: (1) the Principal in United States dollars in immediately available funds by wire transfer to an account designated in writing by the Company prior to Closing; and (2) all documents, instruments and writings required to have been delivered at or prior to Closing by the Investor pursuant to this Agreement.
3.3 At the Closing, subject to the provisions of this Agreement, the Company shall deliver to Investor: (1) the Debenture in the form of Exhibit A. The Debenture and the Conversion Shares shall carry the restrictive legend set forth in Section 7.4 below; and (2) all documents, instruments and writings required to have been delivered at or prior to Closing by the Company pursuant to this Agreement.
Purchase and Sale of Debenture. Transaction. Holder hereby agrees to purchase from the Company, and the Company has offered and hereby agrees to issue and sell to Holder in a transaction exempt from the registration and prospectus delivery requirements of the Securities Act of 1933, as amended (the "Securities Act"), the Debenture.
Purchase and Sale of Debenture. On the terms and subject to the fulfillment of the conditions prescribed by this ARTICLE 3, Investor agrees to purchase, on its own behalf and for its own account, and Veridien agrees to create and sell to Investor at Initial Closing the Debenture for an aggregate purchase price of $100,000, with the terms and in the form attached as Schedule 3.1.
Purchase and Sale of Debenture. Subject to the terms and conditions of this Agreement, upon the indefeasible payment in full to Assignee of an amount equal to One Hundred Thousand Dollars ($100,000), in immediately available funds, in accordance with the wire transfer instructions set forth below, Assignee hereby agrees to sell, assign, convey and transfer to Assignee, without recourse and without any representation or warranty except as set forth in Section 4 below, all of Assignor’s right, title and interest in, to and under the Debenture. Bank Name: Wachovia Bank Downtown Financial Center 100 Xxxxxx Xxxxxx, NJ1022 Jxxxxx Xxxx, XX 00000 Bank Tel. No. 200-000-0000 Contact Person: Mxxxxxx Xxxxxxxx ABA/Routing No.: 031 201 467 Acct. No.: 2000031475547 Beneficiary: YA Global Investments, L.P.
Purchase and Sale of Debenture. Upon the terms and subject to the conditions set forth in this Agreement, the Company agrees to sell, assign, transfer and deliver to Purchaser and Purchaser hereby agrees to purchase at the Closing (as defined in Section 2) and accept delivery from the Company, the Debenture free of all liens, pledges, mortgages, security interests, charges, restrictions, adverse claims or other encumbrances of any kind or nature whatsoever, for the consideration specified herein.
Purchase and Sale of Debenture. On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions set forth herein, at the Closing the Company agrees to issue and sell to the Purchaser and, the Purchaser agrees to purchase from the Company, the Debenture at a purchase price of $3,230,000. The Closing shall be held on March 25, 1997 at 10:00 a.m., Dallas time, at the offices of Xxxxx & Xxxxxx, 0000 Xxxx Xxxxxx, Xxxxx 0000, Xxxxxx, Xxxxx or at such other place and time as may be mutually agreed to by the Company and the Purchaser. At the Closing, the Company will execute and deliver this Agreement, the Registration Rights Agreement, and the Debenture to the Purchaser against payment of the aggregate purchase price of the Debenture specified in SECTION 2 hereof by wire transfer of immediately available funds and execution of the Purchaser and the Subsidiaries of this Agreement and execution by the Company of the Registration Rights Agreement. The Purchaser and its transferees of the Debenture will be entitled to the benefits of the Registration Rights Agreement pursuant to which the Company has granted, among other things, certain piggyback registration rights with respect to certain registration statements filed by the Company registering the shares of Common Stock issuable upon conversion of the Debenture under the Act.
Purchase and Sale of Debenture. Subject to the terms and conditions of this Agreement, the Investor hereby agrees to purchase, and the Company hereby agrees to sell and issue to the Investor, the Debenture.
