Sale of the Shares and Warrants Sample Clauses

Sale of the Shares and Warrants. Within one (1) day of the execution of this Agreement (the "Closing Date"), the Purchaser shall purchase from the Company and the Company shall issue and sell to each Purchaser, the number of Shares equal to such Purchaser’s amounts set forth below such Purchaser’s signature block on the signature page hereto (the “Subscription Amount”) divided by the per share purchase price (the “Per Share Purchase Price”), which shall be $0.11, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Company’s common stock that occur after the date of this Agreement. For each four (4) Shares purchased, Purchaser will receive warrants (the “Warrants”) to purchase one (1) share of common stock for a period of five (5) years at an exercise price of $0.1265 per share, a form of which is attached hereto as Exhibit A. The Shares and the Warrants hereinafter sometimes collectively referred to as the Securities.
Sample 1
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Sale of the Shares and Warrants. Subject to the terms and conditions of this Agreement, TriPath has authorized the sale to the Purchaser of 5,000,000 shares of the Common Stock, par value $0.01 per share (the "Common Stock"), of TriPath at a price per share of eight United States dollars ($8.00 USD). Collectively, the shares of Common Stock which may be purchased pursuant to this Section 1 are referred to herein as the "Shares." Subject to the terms and conditions of this Agreement, TriPath has authorized the sale to the Purchaser of 5,000,000 warrants (collectively, the "Warrants" to purchase shares of Common Stock (the "Warrant Shares") on the terms set forth in Warrant No. 0, Xxxxxxx Xx. 0 xxx Warrant No. 3 attached hereto as EXHIBIT A (collectively, the "Warrant Agreements"). The aggregate purchase price for the Warrants shall be $3,000,000 USD.
Sample 1
Sale of the Shares and Warrants. Subject to the terms and conditions hereof, the Seller and Xxxxxx will sell and deliver to the Purchasers and the Purchasers will purchase from the Seller and Xxxxxx, all of the Shares and all of the Warrants for an aggregate purchase price of $10,800,000 (the “Purchase Price”). The Purchase Price and the Shares and Warrants shall be allocated and paid among the Purchasers as set forth on Schedule 1.1 hereto. Certain capitalized terms used herein are defined in Section 9.12 hereof.
Sample 1
Sale of the Shares and Warrants. Subject to the terms and ------------------------------- conditions hereof, the Company shall sell and issue to each Purchaser, and each Purchaser shall purchase from the Company, (i) the number of Shares specified opposite such Purchaser's name on the Schedule of Purchasers, at a purchase price of $2.00 per Share, and (ii) a Warrant to purchase the number of shares of Common Stock specified opposite each such Purchaser's name on the Schedule of Purchasers. The Company's agreement with each of the Purchasers is a separate agreement, and the sale of such number of Shares and such Warrant to each of the Purchasers is a separate sale. A "majority in interest of the Purchasers" means Purchasers purchasing more than 50% of the Shares. A "majority in interest of the Securities holders" means holders of record of more than 50% of the outstanding Securities, determined by treating any outstanding Shares as though converted to Conversion Stock.
Sample 1
Sale of the Shares and Warrants. Subject to the terms and ------------------------------- conditions hereof and in reliance upon the representations, warranties and agreements contained herein, the Company will issue and sell to you and you will purchase from the Company, at the Closing, (x) 263,158 shares of Series A - Preferred for an aggregate purchase price of $9,900,000, (y) Series B Warrants to purchase up to - 65,790 shares of Series B Preferred for an aggregate purchase price of $50,000 and (z) Series C Warrants to purchase up to 65,790 shares of Series C Preferred - for an aggregate purchase price of $50,000.
Sample 1

Related to Sale of the Shares and Warrants

  • Purchase and Sale of the Shares and Warrants Subject to the terms and conditions of this Agreement, on the Closing Date, each of the Investors shall severally, and not jointly, purchase, and the Company shall sell and issue to the Investors, the Shares and Warrants in the respective amounts set forth opposite the Investors’ names on the signature pages attached hereto in exchange for the Purchase Price as specified in Section 3 below.

  • Purchase and Sale of Common Shares and Warrants (a)Purchase of Common Shares and Warrants. 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, shall purchase from the Company on the Closing Date (as defined below), the number of Common Shares as is set forth opposite such Buyer's name in column (4) on the Schedule of Buyers, along with the Warrants to acquire up to that number of Warrant Shares as is set forth opposite such Buyer's name in column (5) on the Schedule of Buyers (the “Closing”).

  • Purchase and Sale of Shares and Warrants Subject to the satisfaction (or waiver) of the conditions to Closing set forth in this Agreement and the Escrow Agreement, each Subscriber shall purchase the Shares and Warrants for the portion of the Purchase Price indicated on the signature page hereto, and the Company shall sell such Shares and Warrants to the Subscriber. The Purchase Price for the Shares and Warrants shall be paid in cash. The entire Purchase Price shall be allocated to the Shares.

  • Purchase and Sale of Preferred Shares and Warrants 1.1.1. On or prior to the Initial Closing, as hereinafter defined, the Company shall adopt and file the Certificate of Designation with the Secretary of State of the State of Delaware and authorize, execute and deliver the Warrant Agreement.

  • Sale of the Shares Upon execution of this Agreement (the “Closing”), subject to the terms and conditions herein set forth, and on the basis of the representations, warranties and agreements herein contained, SELLER shall sell to PURCHASER, and PURCHASER shall purchase from SELLER, the Shares.

  • Purchase and Sale of the Sponsor Warrants (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, 7,000,000 Sponsor Warrants at a price of $1.00 per warrant for an aggregate purchase price of $7,000,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver a certificate evidencing the Sponsor Warrants purchased on such date duly registered in the Purchaser’s name to the Purchaser or effect such delivery in book-entry form.

  • Purchase and Sale of the Shares Upon the terms and subject to the conditions of this Agreement, at the Closing, the Seller shall sell to the Purchaser, and the Purchaser shall purchase from the Seller, the Shares.

  • Purchase and Sale of Debentures and Warrants (a) Upon the following terms and conditions, the Company shall issue and sell to each Purchaser, and each Purchaser shall purchase from the Company, that number of Units set forth beside each Purchaser’s name on Exhibit A, for the purchase price of Cdn$1,000 per Unit (the “Unit Price”), for aggregate gross proceeds to the Company of Three Million Dollars (Cdn$3,000,000). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon (i) the exemptions from securities registration requirements of the United States Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "U.S. Securities Act"), including Rule 506 of Regulation D under the U.S. Securities Act ("Regulation D") and/or Section 4(2) of the U.S. Securities Act; and (ii) exemptions from the prospectus filing requirements in Canada and pursuant to exemptions from provincial securities laws.

  • Purchase and Sale of Common Stock and Warrants (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, an aggregate of approximately 3,333,334 shares of Common Stock (the "Shares") at a price per share of $0.90 (the "Per Share Purchase Price") for an aggregate purchase price of $3,000,000 (the "Purchase Price"). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D ("Regulation D"), and Regulation S promulgated thereunder. and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

  • Purchase and Sale of the Warrants (i) As payment in full for the 4,000,000 Warrants being purchased under this Agreement, the Purchaser shall pay $6,000,000 (the “Purchase Price”), by wire transfer of immediately available funds in accordance with the Company’s wiring instructions, at least one (1) business day prior to the effective date of the Registration Statement, or on such other date as the Company and the Purchaser may agree.

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