Purchase Recitals Sample Clauses

Purchase Recitals. Purchase Price 1.1 Purchased Securities Recitals register; registered; registration 4.5(l)(iii) Registrable Securities 4.5(l)(iv) Registration Expenses 4.5(l)(v) Regulatory Agreement 2.2(s) Rule 144; Rule 144A; Rule 159A; Rule 405; Rule 415 4.5(l)(vi) Savings and Loan Holding Company 4.10 Schedules Recitals SEC 2.2(k) Securities Act 2.2(a) Selling Expenses 4.5(l)(vii) Senior Executive Officers 4.8 Shelf Registration Statement 4.5(b)(ii) Signing Date 2.1(b) Special Registration 4.5(j) subsidiary 5.7(a) Tax; Taxes 2.2(o) Transfer 4.4
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Purchase Recitals. Purchase Price 1.1 Purchased Securities Recitals register; registered; registration 5.12(l)(iii) Registrable Securities 5.12(l)(iv) Registration Expenses 5.12(l)(v) Regular Record Date Face of Senior Note Regulatory Agreement 2.2(s) Rule 144; Rule 144A; Rule 159A; Rule 405; Rule 415 5.12(l)(vi) Savings and Loan Holding Company 5.18 Schedules Recitals SEC 2.2(k) Securities Act 2.2(a) Selling Expenses 5.12(l)(vii) Senior Executive Officers 5.16 Senior Indebtedness 6.1(b) Senior Note Register 5.9(a) Senior Notes Recitals Senior Note Directors 5.20(b) Senior Subordinated Securities Recitals Shelf Registration Statement 5.12(b)(ii) Signing Date 2.1(b) Special Registration 5.12(j) subsidiary 7.7(a) Tax; Taxes 2.2(o) Transaction Documents Recitals Transfer 5.9(g) Warrant Register 5.9(b) Warrant Securities Recitals SECURITIES PURCHASE AGREEMENT – STANDARD TERMS Recitals:
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Purchase Recitals. Purchase Price 1.1 Purchased Securities Recitals Qualified Equity Offering 4.4 register; registered; registration 4.5(k)(iii) Registrable Securities 4.5(k)(iv) Registration Expenses 4.5(k)(v) Regulatory Agreement 2.2(s) Rule 144; Rule 144A; Rule 159A; Rule 405; Rule 4154.5(k)(vi) Savings and Loan Holding Company 4.11 Schedules Recitals SEC 2.1(b) Securities Act 2.2(a) Selling Expenses 4.5(k)(vii) Senior Executive Officers 4.10 Share Dilution Amount 4.8(a)(ii) Shelf Registration Statement 4.5(a)(ii) Signing Date 2.1(a) Special Registration 4.5(i) Stockholder Proposals 3.1(b) subsidiary 5.8(a) Tax; Taxes 2.2(o) Transfer 4.4 Warrant Recitals Warrant Shares 2.2(d)
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Purchase Recitals. Purchased Securities Recitals register; registered; registration 4.5(k)(iii) Registrable Securities 4.5(k)(iv) Registration Expenses 4.5(k)(v) Regulatory Agreement 2.2(s) Relevant Period 1.5(e)(iv) Rule 144; Rule 144A; Rule 159A; Rule 405; Rule 415 4.5(k)(vi) SEC 2.1(b) Securities Act 2.2(a) Selling Expenses 4.5(k)(vii) Senior Executive Officers 4.10(b) Senior Partners 4.10(b) Series C Preferred Stock 2.2(b) Series C Preferred Stock Purchase Agreement 4.5(a)(vi) Series E Preferred Stock 2.2(c) Series E Preferred Stock Exchange Agreement 4.5(a)(vi) Series F Preferred Stock Recitals Share Dilution Amount 4.8(a)(ii) Shelf Registration Statement 4.5(a)(ii) Term Location of Definition significant subsidiary 2.2(a) Signing Date 2.1(a) Special Registration 4.5(i) Stockholder Proposal 3.1(b) subsidiary 5.7(a) Tax; Taxes 2.2(o) Termination Date 1.4 Transfer 4.4 Transfer Agent 1.7 Trust 1.4 underwritten 4.5(o) Warrant Recitals Warrant Shares 2.2(d) SECURITIES PURCHASE AGREEMENT Recitals:
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Purchase Recitals. Purchased Assets 2.1 Purchased St. Lucia Hydrocarbon Inventory 2.1(j) Purchased St. Lucia Hydrocarbon Inventory Count 3.1(c) Purchased St. Lucia Hydrocarbon Inventory Report 3.1(c) Purchaser Preamble Purchaser Disclosure Letter Article V 15 Purchaser Indemnitees 8.2 Purchaser Savings Plan 6.8(c) Real Property Leases 4.5(b) Reduction Amount 6.12(a) Releasee 8.10 Releasor 8.10 Removal Period 6.21(b) Seller Preamble Seller 401(k) Plan 6.8(c) Seller Corporate Policies 6.13(a) Seller Disclosure Letter Article IV Seller Indemnitees 8.3 Seller’s Marks 6.16 Seller’s Proposed Calculations 3.2(a) Seller Vacation Policy 6.8(d) St. Lucia Field Inspector 3.1(c) St. Lucia Financial Statements 4.17(a) Tank Bottom Inventory Count 6.21(a) Tank Bottom Inventory Report 6.21(a) Third-Party Claim 8.7(a) Transfer Taxes 6.10(a) Transition Services Agreement 6.11 Union Plan 4.9(e) Update Schedule 6.6(a) WARN 6.9
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Purchase Recitals. Purchase Price 1.1 Purchased Securities Recitals Register, registered, and registration 4.5(k)(ii) Registrable Securities. 4.5(k)(iv) Registration Expenses 4.5(k)(v) Regulatory Agreement 2.2(s) road shows 4.5(c)(x) Rules 144, 144A, 159A, 404 and 415 4.5(k)(vi) SEC 2.1(b) Securities Act 2.2(a) SECURITIES ACT 4.2(b) Selling Expenses 4.5(k)(vii) Senior Executive Officers 4.10(a) Share Dilution Amount 4.8(a)(ii) Shelf Registration Statement 4.5(a)(ii) Signing Date. 2.1(a) Special Registration 4.5(i) subsidiary 5.7(a) TARP Recitals Tax 2.2(o) Transfer 4.4 U.S. Lobbying Policy 4.10(d) under common control with 5.7(b) Vested Benefits 4.10(a) Warrant Recitals Warrant Shares 2.2(d) vi SECURITIES PURCHASE AGREEMENT, dated January 15, 2009 (this “Agreement”), between Bank of America Corporation, a Delaware corporation (the “Company”), and the United States Department of the Treasury (the “Investor”).
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Purchase Recitals. RECITALS -------- It is agreed between BUYER and SELLER that the SELLER shall exchange 80% shares of stock for BUYER'S 292,565 shares of stock.
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Purchase Recitals. Purchase Price 2.1 RAP 1.1 Redemption Date 6.10(a) Regular Record Date Face of Senior Subordinated Security Regulatory Agreement 3.1(s) Relevant Period 2.3(f) Schedules Recitals SCP Notice 2.3(n) SEC 3.1(k) Secondary Capital Account 6.12(a) Secondary Capital Plan 2.3(n) Term Location of Definition Section 4.1(e) Employee 4.1(e)
Sample 1

Related to Purchase Recitals

  • Adjustments to Purchase Price The Purchase Price shall be adjusted as follows:

  • Calculation of Purchase Price The bank’s ownership interest in a security will be quantified one of two ways: (i) number of shares or other units, as applicable (in the case of equity securities) or (ii) par value or notational amount, as applicable (in the case of non-equity securities). As a result, the purchase price (except where determined pursuant to clause (ii) of the preceding paragraph) shall be calculated one of two ways, depending on whether or not the security is an equity security: (i) the purchase price for an equity security shall be calculated by multiplying the number of shares or other units by the applicable market price per unit; and (ii) the purchase price for a non-equity security shall be an amount equal to the applicable market price (expressed as a decimal), multiplied by the par value for such security (based on the payment factor most recently widely available). The purchase price also shall include accrued interest as calculated below (see Calculation of Accrued Interest), except to the extent the parties may otherwise expressly agree, pursuant to clause (ii) of the preceding paragraph. If the factor used to determine the par value of any security for purposes of calculating the purchase price, is not for the period in which the Bank Closing Date occurs, then the purchase price for that security shall be subject to adjustment post-closing based on a “cancel and correct” procedure. Under this procedure, after such current factor becomes publicly available, the Receiver will recalculate the purchase price utilizing the current factor and related interest rate, and will notify the Assuming Institution of any difference and of the applicable amount due from one party to the other. Such amount will then be paid as part of the settlement process pursuant to Article VIII.

  • Adjustment to Purchase Price Any payment made pursuant to the indemnification provisions of this Article VIII shall be deemed to be an adjustment to the Purchase Price and the Parties shall treat it as such for all purposes.

  • Determination of Purchase Price The Securities Administrator will be responsible for determining the Purchase Price for any Mortgage Loan that is sold by the Trust or with respect to which provision is made for the escrow of funds pursuant to this Section 2.03 and shall at the time of any purchase or escrow certify such amounts to the Depositor; provided that the Securities Administrator may consult with the Servicer to determine the Purchase Price unless the Servicer is the Purchaser of such Mortgage Loan. If, for whatever reason, the Securities Administrator shall determine that there is a miscalculation of the amount to be paid to the Trust, the Securities Administrator shall from monies in a Distribution Account return any overpayment that the Trust received as a result of such miscalculation to the applicable Purchaser upon the discovery of such overpayment, and the Securities Administrator shall collect from the applicable Purchaser for deposit to the Securities Account any underpayment that resulted from such miscalculation upon the discovery of such underpayment. Recovery may be made either directly or by set-off of all or any part of such underpayment against amounts owed by the Trust to such Purchaser.

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