Common use of Sale and Issuance of Series A Preferred Stock Clause in Contracts

Sale and Issuance of Series A Preferred Stock. (a) The Company shall adopt and file with the Secretary of State of the State of Delaware on or before the Closing (as defined below) the Amended and Restated Certificate of Incorporation in the form of Exhibit B attached to this Agreement (the “Restated Certificate”). (b) Subject to the terms and conditions of this Agreement, each Purchaser agrees to purchase at the Closing and the Company agrees to sell and issue to each Purchaser at the Closing that number of shares of Series A Preferred Stock set forth opposite each Purchaser’s name on Exhibit A, at a purchase price of $2.9651 per share. The shares of Series A Preferred Stock issued to the Purchasers pursuant to this Agreement shall be referred to in this Agreement as the “Shares.”

Appears in 2 contracts

Samples: Series a Preferred Stock Purchase Agreement (Anterios Inc), Series a Preferred Stock Purchase Agreement (Anterios Inc)

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Sale and Issuance of Series A Preferred Stock. (a) The Company shall adopt and file with the Secretary of State of the State of Delaware on or before the Closing (as defined below) the First Amended and Restated Certificate of Incorporation Incorporation, in the form of attached hereto as Exhibit B attached to this Agreement (the "Restated Certificate"). (b) Subject to the terms and conditions of this Agreement, each Purchaser agrees to purchase at the Closing and the Company agrees to sell and issue to each Purchaser at the Closing that number of shares of Series A Preferred Stock set forth opposite each such Purchaser’s 's name on Exhibit A, A attached hereto at a purchase price of $2.9651 1.00 per share. The shares of Series A Preferred Stock issued to the Purchasers Purchaser pursuant to this Agreement shall be hereinafter referred to in this Agreement as the “Shares"Stock."

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (Egroups Inc)

Sale and Issuance of Series A Preferred Stock. (a) The Company shall adopt and file with the Secretary of State of the State of Delaware on or before the Closing (as defined below) the First Amended and Restated Certificate of Incorporation in the form of Exhibit attached hereto as EXHIBIT B attached to this Agreement (the “Restated Certificate”"RESTATED CERTIFICATE"). (b) Subject to the terms and conditions of this Agreement, each Purchaser agrees to purchase at the Closing and the Company agrees to sell and issue to each Purchaser at the Closing that number of shares of Series A Preferred Stock set forth opposite each such Purchaser’s 's name on Exhibit A, EXHIBIT A attached hereto at a purchase price of $2.9651 0.62 per share. The shares of Series A Preferred Stock issued to the Purchasers Purchaser pursuant to this Agreement shall be hereinafter referred to in this Agreement as the “Shares"STOCK."

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (Etoys Inc)

Sale and Issuance of Series A Preferred Stock. (a) The Company shall adopt and file with the Secretary of State of the State of Delaware on or before the Closing (as defined below) the Amended and Restated Certificate of Incorporation Designation in the form of Exhibit B A attached to this Agreement (the “Restated Certificate”"Certificate of Designation"). (b) Subject to the terms and conditions of this Agreement, each the Purchaser agrees to purchase at the Closing and the Company agrees to sell and issue to each the Purchaser at the Closing that number of 90,909 shares of Series A Preferred Stock set forth opposite each Purchaser’s name on Exhibit A, at a purchase price of $2.9651 11.00 per share. The shares of Series A Preferred Stock issued to the Purchasers Purchaser pursuant to this Agreement shall be referred to in this Agreement as the "Shares."

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (Pacifichealth Laboratories Inc)

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Sale and Issuance of Series A Preferred Stock. (a) The Company shall adopt and file with the Secretary of State of the State of Delaware on or before the Closing (as defined below) the Amended and Restated Certificate of Incorporation in the form of Exhibit B attached to this Agreement (the “Restated Certificate”). (b) Subject to the terms and conditions of this Agreement, each Purchaser agrees agrees, severally and not jointly, to purchase at the Closing and the Company agrees to sell and issue to each Purchaser at the Closing Closing, that number of shares of Series A Preferred Stock set forth opposite each Purchaser’s name on Exhibit A, at a purchase price of $2.9651 US$0.10 per share. The shares of Series A Preferred Stock issued to the Purchasers pursuant to this Agreement shall be referred to in this Agreement as the “Shares.”

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (Spring Street Partners Lp)

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