Subscription for the Shares. Subject to all of the terms and conditions of this Agreement, and in reliance upon the representations and warranties contained herein, the Subscriber hereby subscribes for and agrees to purchase the Shares for his own account, and the Company agrees to sell to the Subscriber the Shares at $.10/share for a total purchase price of Two Thousand Two Hundred Fifty Dollars ($2,250).
Subscription for the Shares. The Subscriber hereby confirms its irrevocable subscription for and offer to purchase from the Corporation that number of Shares indicated on page 2 of this Subscription Agreement, on and subject to the terms and conditions set out in this Subscription Agreement, for the Subscription Amount, which is payable as described in Article 4.
Subscription for the Shares. (a) Subject to the terms and conditions set forth in this Subscription Agreement and in the Memorandum, the Investor agrees to (i) purchase from the Fund newly issued Shares with an aggregate price equal to the amount set forth in Section 2 of the Subscription Booklet accompanying this Subscription Agreement (the “Investment Amount”) at a price per share equal to the Closing Share Price (as defined below) and (ii) to pay the Investment Amount to the Fund at the time provided in this Subscription Agreement.
Subscription for the Shares. Subject to the terms and conditions hereinafter set forth, Subscriber hereby subscribes for and agrees to purchase from Company the Shares in consideration of Xxxxxx'x transformation of the Company from a shell company into an operating company in the energy sector by encouraging NOK-BONG Ship Building Co., Ltd. ("NOK-BONG") and 3Soft, Inc. ("3Soft") to enter into the transactions described in Company's Current Report on Form 8-K filed with the Commission on January 14, 2008 and further business relationships with the Company which are now being negotiated with NOK-BONG and 3Soft.
Subscription for the Shares. Spotless hereby subscribes for and agrees to purchase, and the Company hereby agrees to sell, convey, transfer and deliver to Spotless at the Closing (as that term is hereinafter defined), the Shares, free and clear of all claims, pledges, security interests, liens, rights of first refusal, options, warrants, contractual commitments, sharing arrangements, restrictions, charges and encumbrances of any nature whatsoever, all on the terms and conditions set forth in this Agreement.
Subscription for the Shares. Upon execution of this Agreement, the Investor hereby irrevocably agrees to subscribe for the Shares to be issued by the Company in accordance with the terms of this Agreement. Such Shares, once delivered to the Investor as set forth herein, shall be validly issued, fully paid and non-assessable, and shall be recorded on the books and records of the Company as issued to Billfighter Investments Limited.
Subscription for the Shares. (a) The Company agrees to issue the Underwritten Shares to the several Underwriters as provided in this underwriting agreement (this “Agreement”), and each Underwriter, on the basis of the representations, warranties and agreements set forth herein and subject to the conditions set forth herein, agrees, severally and not jointly, to subscribe to receive from the Company the respective number of Underwritten Shares set forth opposite such Underwriter’s name in Schedule 1 hereto at a price per share (the “Subscription Price”) of $[___]. In addition, the Company agrees to issue the Option Shares to the several Underwriters as provided in this Agreement, and the Underwriters, on the basis of the representations, warranties and agreements set forth herein and subject to the conditions set forth herein, shall have the option to subscribe to receive, severally and not jointly, from the Company the Option Shares at the Subscription Price less an amount per share equal to any dividends or distributions declared by the Company and payable on the Underwritten Shares but not payable on the Option Shares. If the Underwriters subscribe to receive any Option Shares, the number of Option Shares to be received and paid for by each Underwriter shall be the number of Option Shares which bears the same ratio to the aggregate number of Option Shares for which the several Underwriters have subscribed as the number of Underwritten Shares set forth opposite the name of such Underwriter in Schedule 1 hereto (or such number increased as set forth in Section 10 hereof) bears to the aggregate number of Underwritten Shares for which the several Underwriters have subscribed, subject, however, to such adjustments to eliminate any fractional Shares as the Representatives in its sole discretion shall make. The Underwriters may exercise the option to subscribe for Option Shares at any time in whole, or from time to time in part, on or before the thirtieth day following the date of the Prospectus, by written notice from the Representatives to the Company. Such notice shall set forth the aggregate number of Option Shares as to which the option is being exercised and the date and time when the Option Shares are to be delivered and paid for, which may be the same date and time as the Closing Date (as hereinafter defined) but shall not be earlier than the Closing Date nor later than the tenth full business day (as hereinafter defined) after the date of such notice (unless such time and date are...
Subscription for the Shares. 1.1 The undersigned Investor agrees to become a securityholder of the Company (each, a “Securityholder”) and in connection therewith hereby irrevocably subscribes for and agrees to purchase from the Company the number of Shares set forth on the signature page of this Agreement for a purchase price of $10.00 per Share (the “Purchase Price”) on the terms provided for herein. Each Stockholder will be issued the subscribed-for Securities upon the Investor’s delivery of the Purchase Price and the execution and delivery by Investor of the Subscription Agreement. The Investor agrees to, and understands, the terms and conditions upon which the Shares are being offered, including, without limitation, the risk factors referred to below, in the Form 10-K for the year ended December 31, 2015 (“Form 10-K”), a copy of which is attached hereto as Exhibit C, as well as in the Confidential Offering Memorandum of the Company dated November 18, 2016 (the “Memorandum”). The Memorandum, the Exhibits and this Subscription Agreement are hereinafter referred to as the Offering Documents. The Investor acknowledges and agrees that once this Subscription Agreement is signed by the Investor and all subscription funds are wired, the Investor is irrevocably bound to purchase the Shares. The Investor acknowledges that the subscription funds will be received by the Company and deposited in an escrow account at Capital One Bank and will be released to the Company solely upon the completion of the proposed acquisition of Converge Direct, LLC (the “Acquisition) as described in the Preliminary Letter of Intent attached hereto as Exhibit A. All proceeds of this Offering, other than $75,000 Offering expenses, shall be returned to Investors in the event the Aquisition is not completed. The Investor understands and agrees that the Company and/or its affiliates reserve the right to reject this subscription for the Shares for any reason or no reason, in whole or in part and at any time prior to acceptance thereof. In the event of rejection of this subscription, the subscription documents shall have no force or effect and the Investors funds will be returned without interest or deduction. Upon acceptance of this subscription by the Company, the Investor shall be a Securityholder.
Subscription for the Shares. Subject to the terms and conditions set forth in this Agreement, the Investor irrevocably agrees to purchase the Shares from the Company for a purchase price equal to $6.00 per share (for a total purchase price of $4,000,000.02).
Subscription for the Shares. 2.1 The Subscriber hereby confirms its irrevocable subscription for and offer to purchase from Apollo that number of Shares as set out on page (i) of this Agreement, on and subject to the terms and conditions set out in this Agreement.
