SUBSCRIPTION FOR UNITS AND REPRESENTATIONS BY SUBSCRIBER. 1.1 Subject to the terms and conditions hereinafter set forth, the Subscriber hereby subscribes for and agrees to purchase from the Company the number of Units set forth upon the signature page hereof at a price equal to $3.20 per Unit, and the Company agrees to sell such number of Units for said purchase price. Subscriptions will be accepted only for an even number of Units - no fractional Warrants will be issued. The purchase price is payable by (i) check made payable to Symbollon Pharmaceuticals, Inc., or (ii) wire transfer in accordance with the wire transfer instructions set forth above, contemporaneously with the execution and deliv-ery of this Sub-scription Agreement. The Subscriber understands however, that this pur-chase of Securities is contin-gent upon the Company acceptance of the subscription. This subscription is submitted to the Company in accordance with and subject to the terms and conditions described in this Agreement and the Memorandum.
1.2 The Subscriber recognizes that the purchase of Securities involves a high degree of risk in that (i) the Company has had only limited operations, minimal revenues and requires sub-stantial funds in addition to the proceeds of this private place-ment, (ii) an investment in the Company is highly speculative and only inves-tors who can afford the loss of their entire investment should consider investing in the Company and the Securities, (iii) he may not be able to liquidate his investment; (iv) transferability of the Securities is extremely limited; and (v) in the event of a disposi-tion, an investor could sustain the loss of his entire investment.
1.3 The Subscriber represents that he is an "accredited investor" as such term is defined in Rule 501 of Regulation D promulgated under the United States Securities Act of 1933, as amended (the "Act"), as indicated by his responses to the Accredited Investor Ques-tion-naire, and that he is able to bear the economic risk of an investment in the Securities.
1.4 The Subscriber acknowledges that he has prior investment experience, including investment in non-listed and non-registered securities, or he has employed the services of an investment advisor, attorney or accountant to read all of the documents furnished or made available by the Company both to him and to all other prospective investors in the Securities and to evalu-ate the merits and risks of such an investment on his behalf, and that he recognizes the highly specu-lative nature of this invest-ment.
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SUBSCRIPTION FOR UNITS AND REPRESENTATIONS BY SUBSCRIBER. 1.1 Subject to the terms and conditions hereinafter set forth and in the Confidential Private Placement Memorandum dated February [*], 2016 (such memorandum, together with all amendments thereof and exhibits thereto, the “Memorandum”), the Subscriber hereby irrevocably subscribes for and agrees to purchase from the Company such number of shares of Units, and the Company agrees to sell the number of Units to the Subscriber as is set forth on the signature page hereof, at a per share price equal to $4.00 per Unit (the “Purchase Price”). The Purchase Price is payable by wire transfer of immediately available funds to: [*]
1.2 The Subscriber recognizes that the purchase of the Units involves a high degree of risk including, but not limited to risks relating to the Units, the Company and its operations.
1.3 The Subscriber represents that the Subscriber is an “Accredited Investor” as such term is defined in Rule 501 of Regulation D (“Regulation D”) promulgated under the Securities Act, as indicated by the Subscriber’s responses to the questions contained in Article VI hereof.
1.4 The Subscriber hereby acknowledges and represents that (a) the Subscriber has knowledge and experience in business and financial matters, prior investment experience, including investment in securities that are non-listed, unregistered and/or not traded on a national securities exchange, or the Subscriber has employed the services of a “purchaser representative” (as defined in Rule 501 of Regulation D), attorney and/or accountant to read all of the documents furnished or made available by the Company both to the Subscriber and to all other prospective investors in the Units to evaluate the merits and risks of such an investment on the Subscriber’s behalf; (b) the Subscriber recognizes the highly speculative nature of this investment; and (c) the Subscriber is able to bear the economic risk that the Subscriber hereby assumes.
1.5 The Subscriber hereby acknowledges receipt and careful review of this Agreement, the Memorandum (which includes the Risk Factors), including all exhibits thereto, and any documents which may have been made available upon request as reflected therein (collectively referred to as the “Offering Materials”). The Subscriber agrees to the terms of the Warrant and the Certificate of Designation attached to the Memorandum as exhibits. The Subscriber hereby represents that the Subscriber has been furnished by the Company during the course of the Offering with all informa...
SUBSCRIPTION FOR UNITS AND REPRESENTATIONS BY SUBSCRIBER. 1.1 Subject to the terms and conditions hereinafter set forth and in the Information Package (as defined below) the Subscriber hereby irrevocably subscribes for and agrees to purchase from the Company such number of Units, and the Company agrees to sell to the Subscriber as is set forth on the signature page hereof, at a per Unit price equal to $0.50 per Unit. Within a commercially reasonable time after the execution and delivery of this Agreement, the Subscriber shall deposit the aggregate Offering Price to be held in escrow in accordance with the terms of the Escrow Agreement substantially in the form attached as Exhibit B (the “Escrow Agreement”). In the event the Closing (as defined below) does not take place because of (i) the rejection of subscription for Units by the Company; or (ii) the election not to purchase the Units by the Subscriber; or (iii) failure to effectuate the Closing on or prior to January 31, 2012 (the “Final Closing Date”) for any reason or no reason, unless waived by the Subscriber, this Agreement and any other transaction documents shall thereafter be terminated and have no force or effect, and the parties shall take all steps, including the execution of instructions to the escrow agent, to ensure that the funds held in accordance with the Escrow Agreement shall promptly be returned or cause to be returned to the Subscriber without interest thereon or deduction therefrom. The Subscriber understands and agrees that, subject to Section 2 and applicable laws, by executing this Agreement, it is entering into a binding agreement.
SUBSCRIPTION FOR UNITS AND REPRESENTATIONS BY SUBSCRIBER. 1 Subject to the terms and conditions hereinafter set forth, the Subscriber hereby subscribes for and agrees to purchase from the Company such number of Units or fractions thereof and the Company agrees to sell such Units to the Subscriber as is set forth upon the signature page hereof. The Units will be offered at $500,000 per Unit (the "Initial Offering Price"). The purchase price is payable by personal or business check, wire transfer of immediately available funds or money order made payable to "Fleet Bank, Escrow Agent, F/B/O Discovery Laboratories, Inc." contemporaneously with the execution and delivery of this Agreement. The Units will be delivered by the Company within ten (10) days following the consummation of the Offering as set forth in Article III hereof.
SUBSCRIPTION FOR UNITS AND REPRESENTATIONS BY SUBSCRIBER. 1.1 Subject to the terms and conditions hereinafter set forth, the Subscriber hereby subscribes for and agrees to purchase from the Company such number of Units as is set forth on the signature page hereof at a price equal to $100,000 per Unit (the "Initial Offering Price"). The Subscriber hereby acknowledges that the Company may accept or reject the Subscriber's subscription in its sole discretion. The terms of the Warrants are set forth in the form of Warrant to purchase Common Stock attached hereto as Exhibit A. The Subscriber shall pay the Initial Offering Price with respect to the Units being subscribed for by Subscriber by check, wire transfer of immediately available funds payable to the Escrow Agent contemporaneously with the execution and delivery of this Agreement by the Subscriber. In the event the Company rejects the Subscriber's subscription or the Company has not received and accepted subscriptions for the Minimum Offering Amount by the Subscription Expiration Date, then the Subscriber's purchase price shall be returned to the Subscriber by the Escrow Agent within fifteen (15) business days. In the event the Company accepts the Subscriber's subscription and has received and accepted subscriptions for no less than the Minimum Offering Amount on or prior to the Subscription Expiration Date, then the Subscriber's purchase price shall remain in escrow with the Escrow Agent until the earliest to occur of (a) the date the Company has obtained the Approvals (such date, the "Escrow Release Date"), in which case the Subscriber's purchase price shall be released from escrow to the Company, (b) the Approvals Expiration Date, in which case (i) the Subscriber's purchase price shall be released from escrow to the Subscriber within five (5) business days thereafter, (ii) the Company shall pay to the Subscriber the Termination Fee within five (5) business days thereafter and (iii) the Offering shall be terminated and of no further force or effect, or (c) the date of a Failed Stockholder Meeting, in which case (i) the Subscriber's purchase price shall be released from escrow to the Subscriber within five (5) business thereafter,
SUBSCRIPTION FOR UNITS AND REPRESENTATIONS BY SUBSCRIBER. 1.1 Subject to the terms and conditions hereinafter set forth (including Section 1.18 hereof), Subscriber hereby subscribes for and agrees to purchase from the Company, and the Company agrees to sell to Subscriber, the amount of Units in an investment amount set forth upon the signature page hereof against payment made by personal or business check, or money order made payable to “American Stock Transfer & Trust Company” (the “Escrow Agent”), F/B/O Medgenics, Inc., at the address set forth in Section 3.2, contemporaneously with the execution and delivery of this Agreement. Subscriber may also pay by wire transfer of immediately available funds to:
SUBSCRIPTION FOR UNITS AND REPRESENTATIONS BY SUBSCRIBER. 1.1 Subject to the terms and conditions hereinafter set forth the Subscriber hereby irrevocably subscribes for and agrees to purchase from the Company such number of Units, and the Company agrees to sell to the Subscriber, as is set forth on the signature page hereof, at a per Unit price equal to $3.00 per Unit. Within a commercially reasonable time after the execution and delivery of this Agreement, the Subscriber shall wire the aggregate Offering Price to be held in escrow in accordance with the terms of the Escrow Agreement substantially in the form attached asExhibit B (the “Escrow Agreement”). The Subscriber understands and agrees that, subject to Section 2 and applicable laws, by executing this Agreement, it is entering into a binding agreement. The aggregate Offering Price is payable by wire transfer of immediately available funds to: New York, NY A/C#: 92883436 ABA#: 021000089 SWIFT Code: XXXXXX00
SUBSCRIPTION FOR UNITS AND REPRESENTATIONS BY SUBSCRIBER. 1.1 Subject to the terms and conditions hereinafter set forth and in the Information Package (as defined below) the Subscriber hereby irrevocably subscribes for and agrees to purchase from the Company such number of Units, and the Company agrees to sell to the Subscriber as is set forth on the signature page hereof, at a per Unit price equal to $0.25
SUBSCRIPTION FOR UNITS AND REPRESENTATIONS BY SUBSCRIBER. 1.1 Subject to the terms and conditions hereinafter set forth, the Subscriber hereby subscribes for and agrees to purchase from the Company such number of Units and the Company agrees to sell such Units to the Subscriber as is set forth upon the signature page hereof at a price equal to $100,000 per Unit (the "Offering Price"). The purchase price is payable by personal or business check, wire transfer of immediately available funds or money order made payable to "State Street Bank & Trust Company, N.A., "Escrow Agent," F/B/O Aronex Pharmaceuticals, Inc." contemporaneously with the execution and delivery of this Agreement by the Subscriber.
SUBSCRIPTION FOR UNITS AND REPRESENTATIONS BY SUBSCRIBER. 1.1 Subject to the terms and conditions hereinafter set forth, the Subscriber hereby subscribes for and agrees to purchase from the Company such number of Units, or fractions thereof, and the Company agrees to sell such number of Units to the Subscriber as is set forth on the signature page hereof * at a price per Unit equal to $100,000 per Unit (the "Initial Offering Price"). The purchase price is payable by personal or business check or money order made payable to "State Street Bank and Trust Company, N.A., Escrow Agent, F/B/O Innovative Drug Delivery System, Inc." contemporaneously with the execution and delivery of this Agreement by the Subscriber. Subscribers may also pay the subscription amount by wire transfer of immediately available funds to:
A. Corporate Trust Dept. 00 Xxxxxxxx, 00xx xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxx Xxxxxx