Common use of Sales and Purchase of Shares Clause in Contracts

Sales and Purchase of Shares. The Company hereby agrees to sell to ---------------------------- Purchaser, subject to the conditions and restrictions contained in this Agreement, and Purchaser hereby agrees to purchase from the Company, Seventy- Five Thousand (75,000) shares of common stock $0.01 par value per share (individually, a "Share," and collectively, the "Shares") of the Company, at a price of $16.82 per Share, for an aggregate purchase price of One Million Two Hundred Sixty-One Thousand Five Hundred Dollars ($1,261,500) (the "Purchase Price"). The Purchase Price shall be payable by delivery of (a) cash or Purchaser's check in the amount of Three Hundred Sixty-One Thousand Five Hundred Dollars ($361,500), and (b) a secured promissory note of Purchaser issued to the Company (in the form attached hereto as Exhibit A) for Nine Hundred Thousand --------- Dollars ($900,000) due five years from the effective date hereof (the "Note"). Payment of all amounts owed under the Note and compliance by Purchaser with the terms and conditions of this Agreement and the Pledge Agreement (as hereinafter defined) shall be secured by a pledge of the Shares, in conjunction with which Purchaser shall execute a Stock Pledge Agreement in the form attached hereto as Exhibit B (the "Pledge Agreement"). Purchaser --------- shall deliver the cash or check, the Note and the Pledge Agreement to the Company prior to the Closing Date, each dated as of the Closing Date.

Sales and Purchase of Shares. The Company hereby agrees to sell to ---------------------------- Purchaser, subject to the conditions and restrictions contained in this Agreement, and Purchaser hereby agrees to purchase from the Company, Seventy- Five Thousand (75,000) [_________] shares of common stock $0.01 par value per share (individually, a "Share," and collectively, the "Shares") of the Company, at a price of $16.82 [____] per Share, for an aggregate purchase price of One Million Two Hundred Sixty-One Thousand Five Hundred Dollars ($1,261,500) [_________] (the "Purchase Price"). The Purchase Price shall be payable by delivery of (a) cash or Purchaser's check in the amount of Three Hundred Sixty-One Thousand Five Hundred Dollars ($361,500)[_______________], and (b) a secured promissory note of Purchaser issued to the Company (in the form attached hereto as Exhibit AC) for Nine Hundred Thousand --------- Dollars ($900,000) due five years from the effective date hereof [_______________] (the "Note"). Payment of all amounts owed under the Note and compliance by Purchaser with the terms and conditions of this Agreement and the Pledge Agreement (as hereinafter defined) shall be secured by a pledge of the Shares, in conjunction with which Purchaser shall execute a Stock Pledge Agreement in the form attached hereto as Exhibit B D (the --------- "Pledge Agreement"). Purchaser --------- shall deliver the cash or check, the Note and the Pledge Agreement to the Company prior to the Closing Date, each dated as of the Closing Date. In connection with the purchase of Shares hereunder, Purchaser acknowledges that he or she has reviewed the Informational Memorandum dated August, 1998 relating to the Plan, including the discussion of Section 83(b) of the Internal Revenue Code of 1986, as amended.

Sales and Purchase of Shares. The Company hereby agrees to sell to ---------------------------- Purchaser, subject to the conditions and restrictions contained in this Agreement, and Purchaser hereby agrees to purchase from the Company, Seventy- Five Thousand _______________ (75,000________) shares of common stock $0.01 stock, par value $.0001 per share (individually, a "Share," and collectively, the "Shares") ), of the Company, at a price of $16.82 ______ per Share, for an aggregate purchase price of One Million Two Hundred Sixty-One Thousand Five Hundred Dollars _______________ _____________ ($1,261,500________) (the "Purchase Price"). The Purchase Price shall be payable by delivery of (a) cash or Purchaser's check in the amount of Three Hundred Sixty-One Thousand Five Hundred Dollars ______________________________ ($361,500_______), and (b) a secured promissory note of Purchaser issued to the Company (in the form attached hereto as Exhibit A) for Nine Hundred Thousand --------- Dollars ___________________ ($900,000_______) of the Purchase Price due five (5) years from the effective date hereof (the "Note"). Payment of all amounts owed under the Note and compliance by Purchaser with the terms and conditions of this Agreement and the Pledge Agreement (as hereinafter defined) shall be secured by a pledge of the Shares, in conjunction with which Purchaser shall execute a Stock Pledge Agreement in the form attached hereto as Exhibit B (the "Pledge Agreement"). --------- Purchaser --------- shall deliver the cash or check, the Note and the Pledge Agreement to the Company prior to the Closing Date, each dated as of the Closing Date.. In connection with the purchase of Shares hereunder, Purchaser acknowledges that he or she has reviewed the memorandum regarding Section 83(b) of the Internal Revenue Code of 1986, as amended, attached hereto as Exhibit C. ---------

Sales and Purchase of Shares. The Company hereby agrees to sell ---------------------------- to ---------------------------- Purchaser, subject to the conditions and restrictions contained in this Agreement, and Purchaser hereby agrees to purchase from the Company, Seventy- Five Thousand _________________ (75,000______) shares of common stock $0.01 par value per share (individually, a "Share," and collectively, the "Shares") of the Company, at a price of $16.82 10.00 per Share, for an aggregate purchase price of One Million Two Hundred Sixty-One Thousand Five Hundred ___________________________ Dollars ($1,261,500_______) (the "Purchase Price"). The Purchase Price shall be payable by delivery of (a) cash or Purchaser's check in the amount of Three Hundred Sixty-One Thousand Five Hundred ___________________ Dollars ($361,500______), and (b) a secured promissory note of Purchaser issued to the Company (in the form attached hereto as Exhibit A) for Nine Hundred Thousand --------- _______________ Dollars ($900,000______) of the Purchase Price due --------- five years from the effective date hereof (the "Note"). Payment of all amounts owed under the Note and compliance by Purchaser with the terms and conditions of this Agreement and the Pledge Agreement (as hereinafter defined) shall be secured by a pledge of the Shares, in conjunction with which Purchaser shall execute a Stock Pledge Agreement in the form attached hereto as Exhibit B (the "Pledge --------- Agreement"). Purchaser --------- shall deliver the cash or check, the Note and the Pledge Agreement to the Company prior to the Closing Date, each dated as of the Closing Date.. In connection with the purchase of Shares hereunder, Purchaser acknowledges that he or she has reviewed the memorandum regarding Section 83(b) of the Internal Revenue Code of 1986, as amended, attached hereto as Exhibit C.