Common use of Purchase Price and Closing Clause in Contracts

Purchase Price and Closing. (a) Subject to the terms and conditions hereof, the Company agrees to issue and sell to the Purchaser and, in consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the Purchaser agrees to purchase for $0.25 per Share, such number of Ordinary Shares (each a “Share” and collectively the “Shares”) for an aggregate price of listed on the signature page hereto (the “Purchase Price”). (b) Subject to all conditions to closing being satisfied or waived, the closing of the purchase and sale of the Shares (the “Closing”) shall take place at the offices of Xxxxxx Xxxxxxx Xxxxxxx & Li LLC, the Company’s legal counsel, on the date of the occurrence of completion of and receipt by the Company of the Purchase Price (the “Closing Date”). (c) Subject to the terms and conditions of this Agreement, at the Closing the Company shall deliver or cause to be delivered to the Purchaser (i) a certificate for such number of Shares, and (ii) any other documents required to be delivered pursuant to this Agreement. At the time of the Closing, the Purchaser shall have delivered its Purchase Price by wire transfer pursuant to the wire information contained in this Agreement or by check.

Purchase Price and Closing. (a) Subject to the terms and conditions hereof, the Company agrees to issue and sell to the Purchaser and, in consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the Purchaser agrees to purchase for $0.25 per Share, such number of Ordinary Shares (each a “Share” and collectively the “Shares”) for an aggregate price of listed on the signature page hereto (the “Purchase Price”). (b) Subject to all conditions to closing being satisfied or waived, the . The closing of the purchase and sale of the Shares (to be acquired by the “Closing”) Purchaser from the Company under this Agreement shall take place at the offices of Xxxxxx Xxxxxxx Xxxxxxx & Li LLC, the Company’s legal counsel, DLA Piper US LLP (the “Closing”) at 1:00 PM, San Diego time on the earliest to occur of (i) the date that all of the occurrence of completion of conditions set forth in Article IV hereof and receipt by applicable to the Closing have been fulfilled or waived in accordance herewith, or (ii) at such other time and place or on such date as the Purchaser and the Company of the Purchase Price may agree upon (the “Closing Date”). (c) . Subject to the terms and conditions of this Agreement, at the Closing promptly following Closing, the Company shall deliver or cause to be delivered to the Purchaser (i) a certificate for such registered in the name of the Purchaser representing the number of Shares, and (ii) any other documents required to be delivered Shares Purchaser is purchasing pursuant to this Agreementthe terms hereof. At the time of the Closing, the Purchaser shall have delivered its deliver the Purchase Price by wire transfer pursuant to an account designated by the wire information contained in this Agreement or by checkCompany.

Purchase Price and Closing. (a) Subject to the terms and conditions hereof, the Company agrees to issue and sell to the Purchaser and, in consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the Purchaser agrees to purchase for $0.25 1.00 per Share, such number of Ordinary Shares shares of Common Stock (each a “Share” and collectively the “Shares”") for an aggregate price of listed on the signature page hereto (the “Purchase Price”"). (b) Subject to all conditions to closing being satisfied or waived, the closing of the purchase and sale of the Shares (the “Closing”) shall take place at the offices of Xxxxxx Xxxxxxx Xxxxxxx & Li LLC, the Company’s legal counselheadquater in Xi’an, on the date of the occurrence of completion of and receipt by the Company of the Purchase Price (the “Closing Date”). (c) Subject to the terms and conditions of this Agreement, at the Closing the Company shall deliver or cause to be delivered to the Purchaser (i) a certificate for such number of Shares, and (ii) any other documents required to be delivered pursuant to this Agreement. At the time of the Closing, the Purchaser shall have delivered its Purchase Price by wire transfer pursuant to the wire information contained in this Agreement or by check.

Purchase Price and Closing. (a) Subject to the terms and conditions hereof, the Company agrees Issuers agree to issue and sell to the Purchaser Purchasers and, in consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the Purchaser agrees Purchasers, severally but not jointly, agree to purchase for $0.25 per Share, such number of Ordinary Shares (each a “Share” the Notes and collectively the “Shares”) Warrants for an aggregate purchase price of listed on the signature page hereto three hundred seventy five thousand ($350,000.00) (the ““ Purchase PricePrice ”). (b) Subject to all conditions to . The closing being satisfied or waived, the closing of the purchase and sale of the Shares under this Agreement (the “Closing“ Closing ”) shall take place on or about March 4, 2011 (the “ Closing Date ”). The Closing under this Agreement shall take place at the offices of Xxxxxx Xxxxxxx Xxxxxxx & Li LLCVision Opportunity Master Fund, the Company’s legal counselLtd., on the date 20 West 50 xx Xxxxxx, 0 xx Fxxxx, Xxx Xxxx, Xxx Xxxx 00000 at 10:00 a.m., New York time; provided , that all of the occurrence of completion of conditions set forth in Article IV hereof and receipt by applicable to the Company of the Purchase Price (the “Closing Date”). (c) shall have been fulfilled or waived in accordance herewith. Subject to the terms and conditions of this Agreement, at the Closing the Company shall deliver or cause to be delivered to the each Purchaser (ix) a certificate its Notes for the principal amount set forth opposite the name of such Purchaser on Exhibit A hereto, (y) its Warrants to purchase such number of Shares, shares of Common Stock as is set forth opposite the name of such Purchaser on Exhibit A attached hereto and (iiz) any other documents required to be delivered pursuant to this AgreementArticle IV hereof. At the time of the Closing, the each Purchaser shall have delivered its deliver the applicable Purchase Price by wire transfer pursuant to the wire information contained in this Agreement or by checkCompany.

Purchase Price and Closing. (a) Subject to the terms and conditions hereof, the Company agrees to issue and sell to the Purchaser and, in consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the Purchaser agrees to purchase for $0.25 12.00 per Share, such number of Ordinary Shares shares of Common Stock (each a “Share” and collectively the “Shares”) for an aggregate price of listed on the signature page hereto (the “Purchase Price”). (b) Subject to all conditions to closing being satisfied or waived, the closing of the purchase and sale of the Shares (the “Closing”) shall take place at the offices of Xxxxxx Xxxxxxx Xxxxxxx & Li LLC, the Company’s legal counselheadquater in Xi’an, on the date of the occurrence of completion of and receipt by the Company of the Purchase Price (the “Closing Date”). (c) Subject to the terms and conditions of this Agreement, at the Closing the Company shall deliver or cause to be delivered to the Purchaser (i) a certificate for such number of Shares, and (ii) any other documents required to be delivered pursuant to this Agreement. At the time of the Closing, the Purchaser shall have delivered its Purchase Price by wire transfer pursuant to the wire information contained in this Agreement or by check.

Purchase Price and Closing. (a) Subject to the terms and conditions hereof, the Company agrees to issue and sell to the Purchaser and, in consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the Purchaser agrees to purchase for $0.25 per Share, such number of Ordinary Shares (each a “Share” and collectively the “Shares”) for an aggregate price of listed on the signature page hereto (the “Purchase Price”). (b) Subject to all conditions to closing being satisfied or waived, the . The closing of the purchase and sale of the Shares (to be acquired by the “Closing”) Purchaser from the Company under this Agreement shall take place at the offices of Xxxxxx Xxxxxxx Xxxxxxx & Li LLC, the Company’s legal counsel, DLA Piper US LLP (the “Closing”) at 10:00 AM, San Diego time on the date hereof (i) provided, that all of the occurrence of completion of conditions set forth in Article IV hereof and receipt by applicable to the Closing shall have been fulfilled or waived in accordance herewith, or (ii) at such other time and place or on such date as the Purchaser and the Company of the Purchase Price may agree upon (the “Closing Date”). (c) . Subject to the terms and conditions of this Agreement, at the Closing the Company shall deliver or cause to be delivered to the Purchaser (i) a certificate for such registered in the name of the Purchaser representing the number of Shares, and (ii) any other documents required to be delivered Shares Purchaser is purchasing pursuant to this Agreementthe terms hereof. At the time of the Closing, the Purchaser shall have delivered its deliver the Purchase Price by wire transfer pursuant to an account designated by the wire information contained in this Agreement or by checkCompany.

Purchase Price and Closing. (a) Subject to the terms and conditions hereof, the Company agrees to issue and sell to the Purchaser and, in consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the Purchaser agrees to purchase for $0.25 0.001 per Share, such number of Ordinary Shares shares of Common Stock (each a “Share” and collectively the “Shares”) for an aggregate price of listed on the signature page hereto (the “Purchase Price”). (b) Subject to all conditions to closing being satisfied or waived, the closing of the purchase and sale of the Shares (the “Closing”) shall take place at the offices of Xxxxxx Xxxxxxx Xxxxxxx & Li LLC, the Company’s legal counsel, on the date of the occurrence of completion of and receipt by the Company of the Purchase Price (the “Closing Date”). (c) Subject to the terms and conditions of this Agreement, at the Closing the Company shall deliver or cause to be delivered to the Purchaser (i) a certificate for such number of Shares, and (ii) any other documents required to be delivered pursuant to this Agreement. At the time of the Closing, the Purchaser shall have delivered its Purchase Price by wire transfer pursuant to the wire information contained in this Agreement or by check.

Purchase Price and Closing. (a) Subject to the terms and conditions hereof, the Company agrees to issue and sell to the Purchaser and, in consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the Purchaser agrees to purchase for $0.25 per Share, such number of Ordinary Shares (each a “Share” and collectively the “Shares”) Series A Convertible Debenture for an aggregate price of listed on $150,000 (the signature page hereto (“Offering Amount” or the “Purchase Price”), convertible into shares of Common Stock at a conversion price of $0.01 per share (the “Debenture(s)”). (b) Subject to all conditions to closing being satisfied or waived, the closing of the purchase and sale of the Shares Debentures shall take place at the primary offices of Xxxxxx Xxxxxxx Xxxxxxx &Li LLC located at 0000 Xxxxxxxx Xxxxx 00, Xxx Xxxx, Xxx Xxxx 00000 (the “Closing”) shall take place at the offices of Xxxxxx Xxxxxxx Xxxxxxx & Li LLC, the Company’s legal counsel, on immediately following the date of the occurrence of completion of and receipt by the Company of the Purchase Price Offering Amount (the “Closing Date”). (c) Subject to the terms and conditions of this Agreement, at the Closing the Company shall deliver or cause to be delivered to the Purchaser (i) a certificate for such number of Sharesthe Series A Convertible Debenture, and (ii) any other documents required to be delivered pursuant to this Agreement. At the time of the Closing, the Purchaser shall have delivered its Purchase Price by wire transfer pursuant to the wire information contained in this Agreement or by checkAgreement.

Purchase Price and Closing. (a) Subject to the terms and conditions hereof, the Company agrees to issue and sell to the Purchaser Purchasers and, in consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, each Purchaser, severally but not jointly with respect to the Purchaser amounts set forth on such Purchaser’s signature page hereto, agrees to purchase for $0.25 per Share, such number of Ordinary the Preferred Shares (each a “Share” and collectively the “Shares”) for an aggregate purchase price of listed on the signature page hereto up to $1,000,000 (the “Purchase Price”). (b) Subject to all conditions to closing being satisfied or waived, the . The closing of the purchase and sale of the Preferred Shares (to be acquired by the “Closing”) Purchasers from the Company under this Agreement shall take place at the offices of Grushko & Mxxxxxx, P.C., 500 Xxxxxxxx Xxxxxx, Xxxxxx Xxxxxxx Xxxxxxx & Li LLCXxxxxx, Xxx Xxxx 00000 (the Company’s legal counsel“Closing”) at 10:00 a.m., New York time (i) on the date or before April 25, 2013; provided, that all of the occurrence of completion of conditions set forth in Article IV hereof and receipt by applicable to the Closing shall have been fulfilled or waived in accordance herewith, or (ii) at such other time and place or on such date as the Purchasers and the Company of the Purchase Price may agree upon (the “Closing Date”). (c) . Subject to the terms and conditions of this Agreement, at the Closing the Company shall deliver or cause to be delivered to the Purchaser Escrow Agent (ias hereinafter defined) prior to the Closing (x) a certificate for such the number of SharesPreferred Shares set forth on such Purchaser’s signature page hereto, and (iiy) any other documents required to be delivered pursuant to this Agreement. At the time of the Closing, the Purchaser shall have delivered its Purchase Price by wire transfer pursuant to the wire information contained in this Agreement or by checkArticle IV hereof.

Purchase Price and Closing. (a) Subject to the terms and conditions hereof, the Company agrees to issue and sell to the Purchaser and, in consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the Purchaser agrees to purchase for $0.25 0.01 per Share, such number of shares of Ordinary Shares Stock (each a “Share” and collectively the “Shares”) for an aggregate price of listed on the signature page hereto (the “Purchase Price”). (b) Subject to all conditions to closing being satisfied or waived, the closing of the purchase and sale of the Shares (the “Closing”) shall take place at the offices of Xxxxxx Hxxxxx Xxxxxxx Xxxxxxx & Li LLC, the Company’s legal counsel, on the date of the occurrence of completion of and receipt by the Company of the Purchase Price (the “Closing Date”). (c) Subject to the terms and conditions of this Agreement, at the Closing the Company shall deliver or cause to be delivered to the Purchaser (i) a certificate for such number of Shares, and (ii) any other documents required to be delivered pursuant to this Agreement. At the time of the Closing, the Purchaser shall have delivered its Purchase Price by wire transfer pursuant to the wire information contained in this Agreement or by check.

Purchase Price and Closing. (a) Subject to the terms and conditions hereof, the Company agrees to issue and sell to the Purchaser and, in consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the Purchaser agrees to purchase for $0.25 per Share, such number of Ordinary Shares (each a “Share” and collectively the “Shares”) for an aggregate price of listed on the signature page hereto (the “Purchase Price”). (b) Subject to all conditions to closing being satisfied or waived, the . The closing of the purchase and sale of the Shares (to be acquired by the “Closing”) Purchaser from the Company under this Agreement shall take place at the offices of Xxxxxx Xxxxxxx Xxxxxxx & Li LLC, the Company’s legal counsel, DLA Piper US LLP (the “Closing”) at 9:00 AM, San Diego time (i) on the effective date of the occurrence license granted under the License Agreement, provided, that all of completion of the conditions set forth in Article IV hereof and receipt by applicable to the Closing shall have been fulfilled or waived in accordance herewith, or (ii) at such other time and place or on such date as the Purchaser and the Company of the Purchase Price may agree upon (the “Closing Date”). (c) . Subject to the terms and conditions of this Agreement, at the Closing the Company shall deliver or cause to be delivered to the Purchaser (i) a certificate for such registered in the name of the Purchaser representing the number of Shares, and (ii) any other documents required to be delivered Shares Purchaser is purchasing pursuant to this Agreementthe terms hereof. At the time of the Closing, the Purchaser shall have delivered its deliver the Purchase Price by wire transfer pursuant to an account designated by the wire information contained in this Agreement or by checkCompany.

Purchase Price and Closing. (a) Subject to the terms and conditions hereof, the Company agrees to issue and sell to the Purchaser and, in consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the Purchaser agrees to purchase for $0.25 1.50 per Share, such number of Ordinary Shares shares of Common Stock (each a “Share” and collectively the “Shares”) for an aggregate price of listed on the signature page hereto (the “Purchase Price”). (b) Subject to all conditions to closing being satisfied or waived, the closing of the purchase and sale of the Shares (the “Closing”) shall take place at the offices of Xxxxxx Xxxxxxx Xxxxxxx & Li LLC, the Company’s legal counsel, on the date of the occurrence of completion of and receipt by the Company of the Purchase Price (the “Closing Date”). (c) Subject to the terms and conditions of this Agreement, at the Closing the Company shall deliver or cause to be delivered to the Purchaser (i) a certificate for such number of Shares, and (ii) any other documents required to be delivered pursuant to this Agreement. At the time of the Closing, the Purchaser shall have delivered its Purchase Price by wire transfer pursuant to the wire information contained in this Agreement or by check.

Purchase Price and Closing. (a) Subject to the terms and conditions hereof, the Company agrees to issue and sell to the Purchaser and, in consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the Purchaser agrees to purchase for $0.25 0.01 per Share, such number of Ordinary Shares shares of Common Stock (each a “Share” and collectively the “Shares”) for an aggregate price of listed on the signature page hereto (the “Purchase Price”). (b) Subject to all conditions to closing being satisfied or waived, the closing of the purchase and sale of the Shares (the “Closing”) shall take place at the offices of Xxxxxx Xxxxxxx Xxxxxxx & Li LLC, the Company’s legal counsel, on the date of the occurrence of completion of and receipt by the Company of the Purchase Price (the “Closing Date”). (c) Subject to the terms and conditions of this Agreement, at the Closing the Company shall deliver or cause to be delivered to the Purchaser (i) a certificate for such number of Shares, and (ii) any other documents required to be delivered pursuant to this Agreement. At the time of the Closing, the Purchaser shall have delivered its Purchase Price by wire transfer pursuant to the wire information contained in this Agreement or by check.