Purchase and Sale of the Class Sample Clauses

Purchase and Sale of the Class. A INTERESTS AND THE GP INTERESTS
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Purchase and Sale of the Class. A Interests. Subject to satisfaction of the conditions precedent set forth in Article VI, on the Closing Date, the Seller shall sell to the Investor the Class A Interests upon payment by the Investor in cash of an amount equal to $175,000,000 (the “Purchase Price”), by wire transfer of immediately available funds.
Purchase and Sale of the Class. B Stock; Commitment Fees -------------------------------------------------------
Purchase and Sale of the Class. D-2 Preferred Stock, the Senior Preferred ------------------------------------------------------------------------ Stock, the Bridge Preferred Stock and the Warrants; Closings. ------------------------------------------------------------
Purchase and Sale of the Class. A SHARES 2.01 Purchase and Sale of the Class A Shares 2.02 Closing
Purchase and Sale of the Class. V Common Stock. Subject to the terms and conditions hereof and in reliance upon the representations and warranties of the parties contained or incorporated by reference herein, simultaneous with the execution hereof, the Company shall sell and issue to Holdings, and Holdings shall subscribe for and purchase from the Company, 7,187,500 shares of Class V Common Stock (the “Shares”), in consideration of the payment of the purchase price specified in Section 2.2.
Purchase and Sale of the Class. C Common Stock and Warrants. ---------------------------------------------------------- Subject to the terms and conditions of this Agreement and on the basis of the representations and warranties set forth herein, the Company agrees to sell to the Investors and each such Investor, severally and not jointly, agrees to purchase from the Company in accordance with Section 1.3(a) with respect to the First Closing and in accordance with Section 1.3(b) with respect to the Additional Closing (a) the number of shares of Class C Common Stock (the "Class ----- C Shares") set forth opposite such Investor's name on Exhibit A-2 hereto under -------- the heading "Total Class C Shares" and (b) the number of warrants to purchase shares of Class C Common Stock (the "Class C Warrants") set forth opposite such ---------------- Investor's name on Exhibit A-2 hereto under the heading "Total Class C Warrants", in the form therefor attached hereto as Exhibit C-2, and subject to adjustment as provided herein. For purposes of this Agreement, shares of Class C Common Stock issued pursuant to the exercise of the Class C Warrants shall be "Reserved Class C Shares". The Class C Warrants shall have an initial exercise ----------------------- price of $3.25 per share. Such initial exercise price shall be subject to adjustment in accordance with the terms of the Class C Warrants. The Class B Shares and Class C Shares shall be referred to collectively as the "Shares," the ------ Class B Warrants and the Class C Warrants shall be referred to collectively as the "Warrants," and the Reserved Class B Shares and the Reserved Class C Shares -------- shall be referred to collectively as the "Reserved Shares". ---------------
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Related to Purchase and Sale of the Class

  • 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 the Notes (a) The Issuer agrees to issue and sell the Notes to the several Underwriters as provided in this Agreement, and each Underwriter, on the basis of the representations, warranties and agreements set forth herein and subject to the conditions set forth herein, agrees, severally and not jointly, to purchase from the Issuer the respective principal amount of Notes set forth opposite such Underwriter’s name in Schedule 1 hereto at a price equal to [ ]% of the principal amount of the Notes, plus accrued interest, if any, from [ ], [ ], to the Closing Date (as defined below).

  • Purchase and Sale of Notes Subject to the terms and conditions of this Agreement, the Company will issue and sell to each Purchaser and each Purchaser will purchase from the Company, at the Closing provided for in Section 3, Notes in the principal amount specified opposite such Purchaser’s name in Schedule A at the purchase price of 100% of the principal amount thereof. The Purchasers’ obligations hereunder are several and not joint obligations and no Purchaser shall have any liability to any Person for the performance or non-performance of any obligation by any other Purchaser hereunder.

  • Purchase and Sale of the Interests Upon the terms and subject to the conditions of this Agreement, at the Closing, the Seller shall sell, assign, transfer, convey and deliver, free and clear of all Encumbrances (other than restrictions on transfer of securities imposed by applicable state and federal securities laws) to the Purchaser, the Interests, and the Purchaser shall purchase the Interests.

  • Purchase and Sale of the Shares Upon the terms and subject to the conditions of this Agreement, at the Closing, the Seller shall sell to the Purchaser, and the Purchaser shall purchase from the Seller, the Shares.

  • Purchase and Sale of the Assets (a) Purchase and Sale of the Assets. Subject to the terms and conditions of this Agreement and on the basis of the representations, warranties, covenants and agreements herein contained:

  • Purchase and Sale of Acquired Assets At the Closing and subject to the terms and conditions of this Agreement, Seller shall sell, transfer, assign, convey and deliver to Buyer, free and clear of all Encumbrances, other than Permitted Encumbrances, and Buyer shall purchase, acquire, take assignment and delivery from Seller, of all of the right, title and interest of Seller in and to the Acquired Assets, as specified below.

  • Purchase and Sale of Interests Upon the terms set forth in this Agreement, at the Closing, Seller shall sell, transfer, convey, assign, and deliver to Buyer, and Buyer shall purchase, acquire and accept from Seller, free and clear of all Encumbrances, except for any Permitted Encumbrance, all right, title and interest of Seller in and to the Interests.

  • 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 the Note Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth in this Agreement, you agree to purchase from the Company, and the Company agrees to issue and sell to you, a Note, in the aggregate principal amount of not less than $100,000, you have designated on the signature page of this Agreement, upon delivery by you, at or prior to the Closing Date, of the purchase price specified in Section 3. The Company will initially issue to you one Note registered in your name and payable to you in the aggregate principal amount of the Note being purchased by you.

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