Right of Purchaser to Purchase Uncalled Term Purchase Commitment Sample Clauses

Right of Purchaser to Purchase Uncalled Term Purchase Commitment. If at the end of the Purchase Term Purchaser has purchased Preferred Stock having an aggregate purchase price of less than $25,000,000 (the excess of $25,000,000 over the aggregate purchase price paid by Purchaser for Preferred Stock during the Purchase Term being referred to herein as the "Uncalled Commitment"), then provided that Purchaser is not in breach of its obligation to purchase Preferred Stock pursuant to a Purchase Notice delivered during the Purchase Term, Purchaser shall have the right to purchase up to that number of shares of Preferred Stock equal to the Uncalled Commitment divided by the Purchase Price, exercisable at any time during the thirty (30) days following the expiration of the Purchase Term by giving the Company written notice ("Subscription Notice") stating that Purchaser has elected to purchase shares of Preferred Stock pursuant to this Section and specifying the number of shares to be purchased (which may not exceed the Uncalled Commitment divided by the Purchase Price). Such notice shall be irrevocable. The closing of the purchase pursuant to the Subscription Notice shall take place five (5) business days after the date the Subscription Notice was delivered to the Company (the "Subscription Closing Date"). On the Subscription Closing Date, Purchaser shall pay the aggregate Purchase Price for the number of shares of Preferred Stock which Purchaser elected to purchase pursuant to the Subscription Notice by wire transfer to such account as has been designated to Purchaser by the Company prior to the Subscription Closing Date, and the Company shall deliver to Purchaser (a) a certificate or certificates representing the aggregate number of shares of Preferred Stock purchased by Purchaser on the Subscription Closing Date; and (b) an opinion of counsel to the Company licensed to practice in Maryland and reasonably satisfactory to Purchaser dated the Subscription Closing Date in form and substance reasonably satisfactory to Purchaser stating that the shares of Preferred Stock issued to Purchaser on the Subscription Closing Date are duly and validly issued, fully paid and nonassessable.
Sample 1
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Related to Right of Purchaser to Purchase Uncalled Term Purchase Commitment

  • Agreement to Subscribe Purchase Price (i) SELLER and BUYER are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by Rule 506 under Regulation D ("Regulation D") as promulgated by the United States Securities and Exchange Commission (the "Commission") under the Securities Act; and

  • Delivery of Shares Tendered in Payment of Purchase Price If the Optionee exercises this option by delivery of shares of Common Stock of the Company, the certificate or certificates representing the shares of Common Stock of the Company to be delivered shall be duly executed in blank by the Optionee or shall be accompanied by a stock power duly executed in blank suitable for purposes of transferring such shares to the Company. Fractional shares of Common Stock of the Company will not be accepted in payment of the purchase price of shares acquired upon exercise of this option.

  • Payment of Purchase Price The Purchase Price shall be paid as follows:

  • Purchase Price; Payment of Purchase Price In addition to the Assumed Liabilities described below, the aggregate consideration for the Subject Assets (the “Purchase Price”) shall be the amount equal to: $2,000,000. The Purchase Price shall be subject to adjustment as set forth in Section 1.7 below as so adjusted.

  • Payment of Purchase Price for the Mortgage Loans (a) In consideration of the sale of the Initial Mortgage Loans from each of the Sellers to the Purchaser on the Closing Date, the Purchaser agrees to transfer to the applicable Seller on the Closing Date the purchase price for the applicable Initial Mortgage Loans provided in the Adoption Annex attached as Annex 1 to this Agreement (the "Adoption Annex").

  • SALE OF MORTGAGE LOANS; PAYMENT OF PURCHASE PRICE Section 2.01. Sale of the Mortgage Loans.......................................................4 Section 2.02. Obligations of Seller Upon Sale..................................................4 Section 2.03. Payment of Purchase Price for the Mortgage Loans.................................7

  • Closing Purchase Price The Closing Purchase Price (the "Closing Purchase Price") shall be paid or delivered by Buyer at Closing in the following manner:

  • CONDITIONS TO EACH PURCHASER'S OBLIGATION TO PURCHASE 7.1 The obligation of each Purchaser hereunder to purchase the Preferred Stock and Warrants to be purchased by it on the date of the Closing is subject to the satisfaction of each of the following conditions, provided that these conditions are for each Purchaser's sole benefit and may be waived by such Purchaser at any time in such Purchaser's sole discretion:

  • Payment of Purchase Price Upon Exercise At the time of any exercise, the Exercise Price of the Shares as to which this Option is exercised shall be paid in cash to the Company, unless, in accordance with the provisions of Section 4.2(c) of the Plan, the Board shall permit or require payment of the purchase price in another manner set forth in the Plan.

  • REINSTATEMENT OF PURCHASE AGREEMENT All other provisions and conditions of the referred Purchase Agreement, as well as its related Attachments, which are not specifically amended by this Amendment No. 17, shall remain in full force and effect without any change.

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