Purchase of Stock and Warrant Sample Clauses

Purchase of Stock and Warrant. As of the Effective Date, Seller hereby conveys, transfers, and assigns, to Buyer, and Buyer hereby purchases and accepts from Seller, 3,974,359 shares of common stock of the Corporation (collectively, the “Shares”) and Warrant No. 2006-6 (the “Warrant”). Immediately upon receipt of the Purchase Price, Seller shall deliver to Buyer by national recognized overnight courier or as otherwise reasonably instructed by Buyer (collectively “Courier”) stock powers (the “Stock Powers”) separate from the stock certificates constituting all the Shares (the “Certificates”) and an assignment of the Warrant to effect such transfers, accompanied by a medallion guaranty. The Certificates currently bear restrictive legends (the “Legends”) and Seller hereby agrees to have all Legends removed from the Certificates within twenty (20) business days of the Effective Date. Upon Seller’s receipt of the unlegended Certificates, but not more than 25 business days after the Effective Date, Seller shall deliver to Buyer by Courier the Certificates accompanied by the Stock Powers, as modified as may be required to reflect new identification numbers, if any, for the unlegended Certificates. Notwithstanding anything contained herein to the contrary, title to the Shares and the Warrant shall pass from Seller to Buyer on the Effective Date.
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Purchase of Stock and Warrant. Subject to all of the terms and conditions of this Agreement, the Purchaser agrees to purchase from the Company, and the Company agrees to sell to the Purchaser, one million (1,000,000) shares of its Common Stock (the "SHARES") and one warrant (the "WARRANT") in the form attached hereto as Exhibit A to purchase 250,000 shares of its Common Stock at an initial exercise price of $25.00 per share (the "WARRANT SHARES") for an aggregate purchase price of $25.0 million. The aggregate purchase price for the Shares and the Warrant is referred to in this Agreement as the "Purchase Price."
Purchase of Stock and Warrant. At the Closing and on the terms and conditions of this Agreement,, Mutual shall issue and sell to ServiceMaster 200,000 shares of Voting Stock (the "Acquired Shares"); and a warrant to acquire up to 200,000 shares of Voting Stock (the "Warrant"); and ServiceMaster shall purchase the Acquired Shares and the Warrant and pay the purchase price therefor as specified in Sections 2.2 and 3.3.

Related to Purchase of Stock and Warrant

  • Purchase of Stock 2 Section 1.1

  • Purchase of Shares For the sum of $25,000 (the “Purchase Price”), which the Company acknowledges receiving in cash, the Company hereby issues the Shares to the Subscriber, and the Subscriber hereby purchases the Shares from the Company, subject to forfeiture, on the terms and subject to the conditions set forth in this Agreement. Concurrently with the Subscriber’s execution of this Agreement, the Company shall, at its option, deliver to the Subscriber a certificate registered in the Subscriber’s name representing the shares (the “Original Certificate”), or effect such delivery in book-entry form.

  • Sale and Purchase of Stock 1.1 Subject to the terms, provisions and conditions set forth herein, Seller hereby sells and delivers to Purchaser, and Purchaser hereby purchases and receives from Seller, the Shares, in exchange for the purchase price set forth hereinafter. Purchaser hereby acknowledges receipt of one or more stock certificates representing the Shares, duly endorsed or accompanied by duly executed stock transfer form.

  • Purchase of Option Shares Subject to all the terms and conditions of this Agreement, the Company grants to the Representative on behalf of the Underwriters the Option to purchase, severally and not jointly, all or less than all of the Option Shares. The purchase price (net of discount and commissions) to be paid for each Option Share will be the same Purchase Price (net of discount and commissions) allocated to each Firm Share. The Option may be exercised in whole or in part at any time and from time to time on or before the 45th day after the date of this Agreement, upon written notice (the “Option Notice”) by the Representative to the Company no later than 12:00 noon, New York City time, at least one and no more than five business days before the date specified for closing in the Option Notice (the “Option Closing Date”) setting forth the aggregate number of Firm Shares to be purchased and the time and date for such purchase. Upon exercise of the Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms and conditions set forth herein, the Underwriters will become obligated to purchase, the number of Firm Shares specified in the Option Notice. If any Option Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Option Shares that, together with the number of Firm Shares, is set forth on Schedule A opposite such Underwriter’s name. For purposes of this Agreement, “business day” means any day except Saturday, Sunday and any day which is a federal legal holiday or a day on which banking institutions in the State of New York are authorized or required by law or other governmental action to close.

  • 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 of Shares from each Fund The Shares are offered in four classes (each, a "Class"), as described in the Prospectus, as amended or supplemented from time to time.

  • Conditions to Purchase of Option Shares In the event that the Underwriters exercise their option provided in Section 3(b) hereof to purchase all or any portion of the Option Shares, the representations and warranties of the Company contained herein and the statements in any certificates furnished by the Company hereunder shall be true and correct as of each Date of Delivery and, at the relevant Date of Delivery, the Representative shall have received:

  • Purchase of the Units (a) The Company agrees to issue and sell the Underwritten Units to the several Underwriters as provided in this underwriting agreement (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 at a price per Unit of $9.80 (the “Purchase Price”) from the Company the respective number of Underwritten Units set forth opposite such Underwriter’s name in Schedule 1 hereto.

  • Purchase of Shares from the Fund 3.1 The Distributor shall have the right to buy from the Fund on behalf of investors the Shares needed, but not more than the Shares needed (except for clerical errors in transmission) to fill unconditional orders for Shares placed with the Distributor by investors or registered and qualified securities dealers and other financial institutions (selected dealers).

  • Sale and Purchase of Shares Upon the terms and subject to the conditions contained herein, on the Closing Date the Seller shall sell, assign, transfer, convey and deliver to the Purchaser, and the Purchaser shall purchase from the Seller, all of the Shares.

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