Common use of Purchase and Sale of the Preferred Securities Clause in Contracts

Purchase and Sale of the Preferred Securities. (a) The Sellers agree to sell to the Purchaser, and the Purchaser agrees to purchase from the Sellers the Preferred Securities for an amount (the "Purchase Price") equal to Seventeen Million Dollars ($17,000,000) less an amount equal to three percent (3%) thereof (the "Discount"). In view of the fact that the proceeds of the sale of the Preferred Securities and the Common Securities will be used to purchase the Junior Subordinated Notes of the Company, the Discount will be netted from the payment made by the Purchaser to the Trust for the sale of the Preferred Securities and will be netted by the Trust from the amount paid to the Company for the sale of the Junior Subordinated Notes. The Purchaser shall be responsible for the following expenses: (i) rating agency costs and expenses and (ii) any fee payable to the Company's introducing agent, Friedman, Billings, Xxxxxx Group, Inc.; but excluding the fees and expenses set forth in Section 7 hereof. The Sellers shall use the Purchase Price, together with the proceeds from the sale of the Common Securities, to purchase the Junior Subordinated Notes.

Appears in 1 contract

Samples: Purchase Agreement (Bank of Kentucky Financial Corp)

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Purchase and Sale of the Preferred Securities. (a) The Sellers agree to sell to the Purchaser, and the Purchaser agrees to purchase from the Sellers the Preferred Securities for an amount (the "Purchase Price") equal to Seventeen Million Dollars ($17,000,000) 20,000,000 less an amount equal to three percent (3%) thereof the 3.0% Discount (the "Discount"). In view of the fact that the proceeds of the sale of the Preferred Securities and the Common Securities will be used to purchase the Junior Subordinated Notes of the Company, the Discount will be netted from the payment made by the Purchaser to the Trust for the sale of the Preferred Securities and will be netted by the Trust from the amount paid to the Company for the sale of the Junior Subordinated Notes. The Purchaser shall be responsible for the following expenses: (i) rating agency costs and expenses and (ii) any fee payable to the Company's ’s introducing agent; provided, Friedmanthat such introducing agent has an agreement with the Purchaser, Billings, Xxxxxx Group, Inc.; but excluding the fees and expenses set forth in Section 7 hereof. The Sellers shall use the Purchase Price, together with the proceeds from the sale of the Common Securities, to purchase the Junior Subordinated Notes.

Appears in 1 contract

Samples: Purchase Agreement (Hudson United Bancorp)

Purchase and Sale of the Preferred Securities. (a) The Sellers agree to sell to the Purchaser, and the Purchaser agrees to purchase from the Sellers the Preferred Securities for an amount (the "Purchase Price") equal to Seventeen Million Dollars ($17,000,000) 20,000,000 less an amount equal to three percent (3%) thereof the 1.25% Discount (the "Discount"). In view of the fact that the proceeds of the sale of the Preferred Securities and the Common Securities will be used to purchase the Junior Subordinated Notes of the Company, the Discount will be netted from the payment made by the Purchaser to the Trust for the sale of the Preferred Securities and will be netted by the Trust from the amount paid to the Company for the sale of the Junior Subordinated Notes. The Purchaser shall be responsible for the following expenses: (i) rating agency costs and expenses and (ii) any fee payable to the Company's ’s introducing agent; provided, Friedmanthat such introducing agent has an agreement with the Purchaser, Billings, Xxxxxx Group, Inc.; but excluding the fees and expenses set forth in Section 7 hereof. The Sellers shall use the Purchase Price, together with the proceeds from the sale of the Common Securities, to purchase the Junior Subordinated Notes.

Appears in 1 contract

Samples: Purchase Agreement (Lakeland Bancorp Inc)

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Purchase and Sale of the Preferred Securities. (a) The Sellers agree to sell to the Purchaser, and the Purchaser agrees to purchase from the Sellers the Preferred Securities for an amount (the "Purchase Price") equal to Seventeen Seven Million Dollars ($17,000,0007,000,000) less an amount equal to three percent (3%) thereof (the "Discount"). In view of the fact that the proceeds of the sale of the Preferred Securities and the Common Securities will be used to purchase the Junior Subordinated Notes of the Company, the Discount will be netted from the payment made by the Purchaser to the Trust for the sale of the Preferred Securities and will be netted by the Trust from the amount paid to the Company for the sale of the Junior Subordinated Notes. The Purchaser shall be responsible for the following expenses: (i) rating agency costs and expenses and (ii) any fee payable to the Company's introducing agent; provided, Friedmanthat such introducing agent has an agreement with the Purchaser, Billings, Xxxxxx Group, Inc.; but excluding the fees and expenses set forth in Section 7 hereof. The Sellers shall use the Purchase Price, together with the proceeds from the sale of the Common Securities, to purchase the Junior Subordinated Notes.

Appears in 1 contract

Samples: Purchase Agreement (Southcoast Financial Corp)

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