Purchase of the Units Sample Clauses

Purchase of the Units. (a) The Company agrees to issue and sell the Firm 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 Firm Units set forth opposite such Underwriter’s name in Schedule 1 hereto. (b) In addition, the Company agrees to issue and sell the Option Units to the several Underwriters as provided in this Agreement, and the Underwriters, on the basis of the representations, warranties and agreements set forth herein and subject to the conditions set forth herein, shall have the option to purchase, severally and not jointly, from the Company the Option Units at a price per unit of $9.80 less an amount per unit equal to any dividends or distributions declared by the Company and payable on the Firm Units but not payable on the Option Units. If any Option Units are to be purchased, the number of Option Units to be purchased by each Underwriter shall be the number of Option Units which bears the same ratio to the aggregate number of Option Units being purchased as the number of Firm Units set forth opposite the name of such Underwriter in Schedule 1 hereto (or such number increased as set forth in Section 10 hereof) bears to the aggregate number of Firm Units being purchased from the Company by the several Underwriters, subject, however, to such adjustments to eliminate any fractional Units as the Representatives in their sole discretion shall make. The Underwriters may exercise the option to purchase Option Units at any time in whole, or from time to time in part, on or before the forty-fifth day following the date of the Prospectus, by written notice from the Underwriters to the Company. Such notice shall set forth the aggregate number of Option Units as to which the option is being exercised and the date and time when the Option Units are to be delivered and paid for, which may be the same date and time as the Closing Date (as defined below). Any such notice shall be given at least two business days prior to the date and time of delivery specified therein. (c) In addition to the discount from the public offering price represented by the Purchase Price, the Company hereby agrees to pay to the Underwriters a deferred discount of $0.350 per ...

Purchase of the Units. (a) On the basis of the representations, warranties and agreements contained herein, and subject to the terms and conditions set forth herein, Holdings and the Company agree to issue and sell to each of the Purchasers, severally and not jointly, and each of the Purchasers, severally and not jointly, agrees to purchase from Holdings and the Company the number of Units set forth opposite the name of such Purchaser on Schedule 1 hereto at a purchase price equal to $761.00 per Unit. Schedule 1 also sets forth for each Purchaser the principal amount at maturity of the Notes and the number of Warrants represented by the Units that such Purchaser has agreed to purchase. (b) Each Purchaser represents to Holdings and the Company that (i) it is either (A) an "accredited investor," within the meaning of Rule 501 promulgated by the Commission under the Securities Act or (B) a Qualified Institutional Buyer ("QIB") as defined in Rule 144A under the Securities Act ("Rule 144A"), (ii) it is acquiring the Units, the Notes and the Warrants to be purchased by it hereunder for its own account, for investment, and not with a view to or for sale in connection with any distribution thereof in violation of the registration provisions of the Securities Act or the rules and regulations promulgated thereunder, (iii) it is aware that it must bear the economic risk of such investment for an indefinite period of time since the statutory basis for exemption from registration under the Securities Act would not be present if such representation meant merely that the present intention of such Purchaser is to hold these securities for a deferred sale or for any fixed period in the future and (iv) it can afford to bear such economic risk and can afford to suffer the complete loss of its investment hereunder. Each Purchaser acknowledges that the Notes and the Warrants are "restricted securities" under the federal securities laws, have not been registered under the Securities Act or any state securities or blue sky laws and may not be sold except pursuant to an effective registration statement thereunder or any exemption from registration under the Securities Act and applicable state securities laws. Each Purchaser further acknowledges that each Note and Warrant shall include the restrictive legend set forth below: "THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THIS S...

Purchase of the Units. 2.1 The Subscriber understands that the Purchase Price is payable with the execution and submission of this Agreement, and accordingly, is submitting herewith to Rabble One, through SynapsePay, the Purchase Price as agreed to by Rabble One on the Site. 2.2 If Rabble One returns the Subscriber’s Purchase Price to the Subscriber, Rabble One will not pay any interest to the Subscriber. 2.3 If this Subscription is accepted by Rabble, on behalf of Rabble One, the Subscriber agrees to comply fully with the terms of this Agreement, the Units and all other applicable documents or instruments of Rabble One, including the Operating Agreement. The Subscriber further agrees to execute any other necessary documents or instruments in connection with this Subscription and the Subscriber’s purchase of the Units. 2.4 In the event that this Subscription is rejected in full or the offering is terminated, payment made by the Subscriber through SynapsePay, for the Units will be refunded from the Escrow Account to the Subscriber without interest and without deduction, and all of the obligations of the Subscriber hereunder shall terminate. To the extent that this Subscription is rejected in part, Synapse, upon Rabble One’s direction, shall refund to the Subscriber from the Escrow Account any payment made by the Subscriber through SynapsePay with respect to the rejected portion of this Subscription without interest and without deduction, and all of the obligations of Subscriber hereunder shall remain in full force and effect except for those obligations with respect to the rejected portion of this Subscription, which shall terminate.

Purchase of the Units. (a) The Company agrees to issue and sell the Underwritten Units 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 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; provided that the purchase price for any Underwritten Units that are Anchor Investor Units shall be $10.00. The number of Anchor Investor Units to be purchased by each Underwriter shall be based upon the same percentage of the total number of the Anchor Investor Units to be purchased by the several Underwriters as such Underwriter is purchasing of the aggregate Underwritten Units, subject to such adjustments as the Representatives in their absolute discretion shall make to eliminate any fractional Anchor Investor Units. “Anchor Investor Units” shall mean the 1,500,000 Underwritten Units to be purchased by [•].

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; provided that the purchase price for any Underwritten Units that are Glenview IPO Units shall be $10.00. The number of Glenview IPO Units to be purchased by each Underwriter shall be based upon the same percentage of the total number of the Glenview IPO Units to be purchased by the several Underwriters as such Underwriter is purchasing of the aggregate Underwritten Units, subject to such adjustments as the Representatives in their absolute discretion shall make to eliminate any fractional Glenview IPO Units. “Glenview IPO Units” shall mean the 5,000,000 Underwritten Units to be purchased by the Glenview Funds and the 500,000 Underwritten Units to be purchased by an investment vehicle controlled by individuals affiliated with Glenview Capital Management, LLC.

Purchase of the Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell, severally and not jointly, to the several Underwriters, an aggregate of [·] Units at a purchase price (net of discounts and commissions) per Unit of $925, which represents a 7.5% discount to the public offering price per Unit. The 7.5% discount to the public offering price will not apply to securities sold by the Company to the Underwriters, and subsequently by the Underwriters to any purchaser, to the extent that the proceeds of such sale are used by the Company to repurchase shares of the Company’s Series A-4 convertible preferred stock from such purchaser.

Purchase of the Units. On the Closing Date, such Subscriber will purchase the Units as principal for its own account for investment only and not with a view toward, or for resale in connection with, the public sale or any distribution thereof or of any of their component parts.

Purchase of the Units. Subject to the terms and conditions contained herein, the Company hereby sells, assigns, transfers, delivers and conveys the number of Incentive Units of the Company set forth on the signature page hereto (the “Purchased Units”) to the Buyer for a purchase price of $[__] for each Unit purchased (the “Per Unit Purchase Price”) for the aggregate purchase price set forth on the signature page hereto (the “Purchase Price”). The Purchase Price shall be paid by the Buyer to such account or accounts as the Company may specify to the Buyer. The Purchased Units issued hereunder are intended to be “Incentive Units” within the meaning of Section 3.3 of the LLC Agreement and are subject to all applicable limitations under the LLC Agreement, including, without limitation, no voting rights, no rights to current distributions (other than tax distributions) on unvested Incentive Units, and limitations on distributions on vested Incentive Units.

Purchase of the Units. (a) The Company agrees to issue and sell the Firm 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 Firm Units set forth opposite such Underwriter’s name in Schedule 1 hereto; provided that the purchase price for any Firm Units that are PIMCO IPO Units shall be $10.00. The number of PIMCO IPO Units to be purchased by each Underwriter shall be based upon the same percentage of the total number of the PIMCO IPO Units to be purchased by the several Underwriters as such Underwriter is purchasing of the aggregate Firm Securities, subject to such adjustments as the Representative in its absolute discretion shall make to eliminate any fractional PIMCO IPO Units. “PIMCO IPO Units” shall mean the 2,475,000 Firm Units to be purchased by one or more funds affiliated with Pacific Investment Management Company LLC or its affiliates.

Purchase of the Units. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell 4,500,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional shares, as Citigroup Global Markets Inc. and Lxxxxx Brothers Inc. may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 675,000 Option Units. Such option is granted for the purpose of covering over-allotments in the sale of Firm Units and is exercisable as provided in Section 4 hereof. Option Units shall be purchased severally for the account of the Underwriters in proportion to the number of Firm Units set forth opposite the names of such Underwriters in Schedule 1 hereto. The respective purchase obligations of each Underwriter with respect to the Option Units shall be adjusted by Citigroup Global Markets Inc. and Lxxxxx Brothers Inc. so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit amounts.