Sale and Purchase of the Preferred Stock. Subject to the terms and subject to the conditions of this Agreement, the Company agrees to issue, sell and deliver to each Purchaser, and each Purchaser, severally and not jointly, agrees to purchase from the Company, at the Closing, on the Closing Date (as hereinafter defined), Units consisting in the aggregate of (i) 9,226,190 shares of Series A Preferred Stock for an aggregate purchase price of Fifty Four Million Two Hundred Fifty Thousand Dollars ($54,250,000.00) and (ii) 14,250,493 shares of Series A-1 Preferred Stock for an aggregate purchase price of Seventy Two Million Two Hundred Fifty Thousand Dollars ($72,250,000.00) for an aggregate purchase price of One Hundred Twenty Six Million Five Hundred Thousand Dollars ($126,500,000.00) (the "PURCHASE PRICE"). Each Purchaser shall pay its respective portion of the Purchase Price and shall receive such number of Units as set forth in Schedule 1 hereto.
Sale and Purchase of the Preferred Stock. Subject to the terms and conditions of this Agreement, the Company will issue and sell to each of the Purchasers, and each of the Purchasers will purchase from the Company, at the Closing provided for in Section 2.3, the Preferred Stock, for an aggregate purchase price equal to $55,000,000 (the "PURCHASE Price"), in such proportions and for the number of shares as set forth on Schedule 2.2. The Purchase Price shall be paid by the Purchasers, allocated in such amounts as shall be determined by Avista in its absolute discretion, via the following methods: (a) a wire transfer of immediately available funds to an account designated by the Company; and/or (b) an offset of some (if any) or all of the remaining principal balance due to the Purchasers under the Subordinated Credit Agreement. To the extent any interest is due to the Purchasers under the Subordinated Credit Agreement, the Purchasers may elect to receive one additional share of Preferred Stock in lieu of every $250.00 of such interest outstanding as of the Closing Date or may elect to receive all of such interest in cash. At the Closing the Company shall pay each Purchaser its proportionate share of the Closing Payment as set forth on Schedule 2.2, via wire transfer of immediately available funds pursuant to the instructions set forth on Schedule 2.2.
Sale and Purchase of the Preferred Stock. Subject to the terms and conditions hereof and in reliance upon the representations and warranties contained herein, the Company hereby agrees to sell to the Purchaser, and the Purchaser agrees to purchase from the Company, the number of shares of Preferred Stock of the Company set forth on Exhibit A (the "Stock") for the purchase price set forth on Exhibit A.
Sale and Purchase of the Preferred Stock. Subject to the terms and conditions of this Agreement, each of the Sellers severally agrees to sell and deliver to each of the Purchasers, and each of the Purchasers severally agrees to purchase from each of the Sellers, the number of shares of Preferred Stock described on Schedule 1 attached hereto with respect to such respective Seller and Purchaser, consisting in the aggregate of (i) 5,520 shares of Series A Preferred Stock at a purchase price of $1,000 per share, for an aggregate purchase price of $5,520,000, and (ii) 9,480 shares of Series B Preferred Stock at a purchase price of $1,000 per share, for an aggregate purchase price of $9,480,000, representing an aggregate purchase price of $15,000,000 (the "Purchase Price") for all of the shares of Preferred Stock to be sold hereunder by the Sellers to the Purchasers.
Sale and Purchase of the Preferred Stock. Subject to the terms ----------------------------------------- and conditions of this Agreement, each of the Sellers severally agrees to sell and deliver to each of the Purchasers, and each of the Purchasers severally agrees to purchase from each of the Sellers, the number of shares of Preferred Stock described on Schedule 1 attached hereto with respect to such respective Seller and Purchaser, consisting in the aggregate of (i) [_____]shares of Series A Preferred Stock at a purchase price of $1,000 per share, for an aggregate purchase price of $[_________], and (ii) [_____] shares of Series B Preferred Stock at a purchase price of $1,000 per share, for an aggregate purchase price of $[_________], representing an aggregate purchase price of $[________] (the "Purchase Price") for all of the shares of Preferred Stock to be sold hereunder by the Sellers to the Purchasers.
Sale and Purchase of the Preferred Stock. SUBORDINATED NOTES AND WARRANTS. Subject to the terms and conditions hereof and in reliance on the representations and warranties contained herein, the Company will issue and sell to each Purchaser, and such Purchaser will purchase from the Company, on the Closing Date (as hereinafter defined), the number of shares of Preferred Stock, Subordinated Notes and Warrants set opposite the name of such Purchaser on Schedule 1 attached hereto, for a purchase price per share of Preferred Stock of $1,000, with the aggregate purchase price for all the Preferred Stock being $7,000,000, a purchase price per $10,000 principal amount of Subordinated Note of $9,444.44 with the aggregate purchase price for all the Subordinated Notes being $8,110,000, and a purchase price per Warrant of $0.4204145, with an aggregate purchase price for all the Warrants being $890,000. The aggregate purchase price for the Securities is $16,000,000.
