Purchase of the Notes and Warrants. On the terms and subject to the conditions set forth in this Agreement and in the Notes and Warrants, the Purchasers shall purchase from the Issuer and the Issuer shall sell to the Purchaser the Securities.
Purchase of the Notes and Warrants. As set forth below, the closing of the sale of the Promissory Note to GPA shall be consummated after the execution of this Agreement while the closing of the sale of the Convertible Note and Warrant shall be consummated after the filing of the Company’s Form 10-K with the SEC.
Purchase of the Notes and Warrants. On the Closing Date (as defined below), subject to the satisfaction (or waiver) of the conditions set forth in Section 6, Section 7 and Section 8 below, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, the Notes and Warrants for an aggregate purchase price of Thirteen Million Dollars ($13,000,000) (the "Purchase Price"), in accordance with the following:
Purchase of the Notes and Warrants. Subject to the terms and conditions of this Agreement, the issuance, sale and purchase of the Notes (and related Note Warrants at the rate of one-fourth (1/4th) Warrant Share for each $1.00 borrowed) shall be consummated in multiple closings (collectively, the "Closings") for up to TWELVE MILLION DOLLARS ($12,000,000) as provided herein. The Purchaser is entitled to purchase up to ONE MILLION DOLLARS ($1,000,000) of the Notes per month (plus amounts carried over from prior months) (the "Monthly Amount") commencing December 19, 2002. In order to use this facility, the Company shall deliver to the Purchaser, any time before the end of the preceding month, a Borrowing Request in the form attached hereto as Exhibit F. The procedure shall be waived for first month's draws hereunder. The Purchaser shall also receive a Note Warrant for a one-quarter (1/4) share of Common Stock for each dollar to be borrowed, with respect to each monthly Note purchased. If in any month the Company does not borrow the full Monthly Amount, then any unused borrowing may be carried forward to subsequent months' Borrowing Requests. Upon receipt of the funds, the Company will deliver the duly executed Note in the form attached hereto as Exhibit A together with the Note Warrant. The Note will be repaid in accordance with the terms of the Convertible Promissory Note and shall bear interest on the same terms as contained therein. The funds will be delivered by Purchaser no later than the fifteenth (15th) of the month following the Borrowing Request. The last Borrowing Request will be delivered no later than October 31, 2003.
