Sale and Purchase of Company Common Stock Sample Clauses

Sale and Purchase of Company Common Stock. (a) On the terms and subject to the conditions of this Agreement, at the Closing referred to in Section 2.01 hereof, each Stockholder shall sell, transfer, convey and deliver to GRS, and GRS shall purchase, acquire and accept from each Stockholder, the number of shares of Company Common Stock set forth opposite the name of each such Stockholder on Exhibit A hereto under the heading "Number of Shares of Company Common Stock Purchased", constituting all of the issued and outstanding shares of Company Common Stock. The sale and purchase of the Company Common Stock pursuant to this Agreement is sometimes hereinafter referred to as the "Stock Purchase."
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Sale and Purchase of Company Common Stock. (a) On the terms and subject to the conditions of this Agreement, at the Closing or as otherwise provided in Article II hereof, the Stockholder shall sell, transfer, convey and deliver to the Buyer, and the Buyer shall purchase, acquire and accept from the Stockholder the transfer and assignment of all of its rights to 99.9% of the issued and outstanding shares of Company Common Stock. The sale and purchase of the Company Common Stock pursuant to this Agreement is sometimes hereinafter referred to as the "Stock Purchase."
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Sale and Purchase of Company Common Stock. At the Closing, Sellers shall sell, transfer, assign and deliver unto Purchaser and its successors and assigns forever, and Purchaser shall purchase, all outstanding Company Common Stock for the purchase price hereinafter set forth.
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Sale and Purchase of Company Common Stock. On the basis of the representations and warranties and subject to the terms and conditions set forth herein the Purchaser agrees to purchase from the Stockholders and the Stockholders severally agree to sell to the Purchaser (according to the allocation schedule set forth in Annex A hereto), an aggregate of 30.3025 shares (the "Shares") of Company Common Stock, representing 25% of the outstanding Company Common Stock on a fully diluted basis, assuming the exercise of all outstanding options to purchase Company Common Stock (the "Stock Purchase"), for a purchase price of $132,002.31 per share, or an aggregate purchase price of $4 million (the "Purchase Price").
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Sale and Purchase of Company Common Stock 
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Related to Sale and Purchase of Company Common Stock

  • Sale and Purchase of Common Stock 1.1. Subject to the conditions hereof, the Company hereby agrees to issue and sell to Subscriber, and Subscriber hereby agrees to subscribe for and purchase from the Company, for investment, on the Closing Date (as defined below), the number of shares of Common Stock set forth next to Subscriber’s name on Schedule I hereto (the “Shares”) at a purchase price equal to the price per share to the public in the Public Offering, less the underwriting discounts and commission payable to the underwriters in the Public Offering (the “Purchase Price”).

  • Purchase of Company Shares Acquisition Sub shall have accepted for payment and paid for all of the Company Shares validly tendered and not withdrawn pursuant to the Offer.

  • Purchase of Common Shares Subject to the satisfaction (or waiver) of the conditions set forth in Sections 6 and 7 below, the Company shall issue and sell to each Buyer, and each Buyer severally, but not jointly, agrees to purchase from the Company on the Closing Date (as defined below) such aggregate number of Common Shares as is set forth opposite such Buyer’s name in column (3) on the Schedule of Buyers.

  • Sale and Purchase of Shares Upon the terms and subject to the conditions contained herein, on the Closing Date the Seller shall sell, assign, transfer, convey and deliver to the Purchaser, and the Purchaser shall purchase from the Seller, all of the Shares.

  • Conversion of Company Common Stock At the Effective Time, by virtue of the Merger and without any action on the part of Parent, the Company or the holder of any of the following securities:

  • PURCHASE OF COMMON STOCK Subject to the terms and conditions set forth in this Agreement, the Company has the right to sell to the Investor, and the Investor has the obligation to purchase from the Company, Purchase Shares as follows:

  • Purchase of Shares of Common Stock Each Purchase Contract shall, unless an Early Settlement has occurred in accordance with Section 5.9 hereof, obligate the Holder of the related Security to purchase, and the Company to sell, on the Purchase Contract Settlement Date at a price equal to the Stated Amount (the "Purchase Price"), a number of newly issued shares of Common Stock equal to the Settlement Rate unless, on or prior to the Purchase Contract Settlement Date, there shall have occurred a Termination Event with respect to the Security of which such Purchase Contract is a part. The "Settlement Rate" is equal to:

  • Conversion of Company Shares As of the Effective Time, by virtue of the Merger and without any action on the part of the holder of any Company Share or Acquiror Share, each Company Share issued and outstanding immediately prior to the Effective Time (other than (a) shares to be cancelled in accordance with Section 3.2 and (b) Dissenting Shares) shall be converted into the right to receive in cash from Acquiror, without interest, an amount equal to $16.00 (the "Merger Consideration").

  • The Optional Shares; Option Closing Date In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of [•] Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares. The option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the option and (ii) the time, date and place at which the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representatives and shall not be earlier than two or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Sale and Purchase of Stock 1.1 Subject to the terms, provisions and conditions set forth herein, Seller hereby sells and delivers to Purchaser, and Purchaser hereby purchases and receives from Seller, the Shares, in exchange for the purchase price set forth hereinafter. Purchaser hereby acknowledges receipt of one or more stock certificates representing the Shares, duly endorsed or accompanied by duly executed stock transfer form.

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