Termination of the Securities Purchase Agreement Sample Clauses

Termination of the Securities Purchase Agreement. Pursuant to Section 5.4 of the Securities Purchase Agreement, each of the Securityholders and the Company hereby agree, that, effective immediately prior to consummation of the Merger and without any further action on the part of the parties hereto, the Securities Purchase Agreement shall be deemed terminated and of no further force or effect.
Sample 1
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Termination of the Securities Purchase Agreement. On the date of this Agreement (the "Termination Date"), the respective rights, obligations and responsibilities of Nanopierce and Equinox created under the Securities Purchase Agreement, including all of the terms and provisions of the Securities Purchase Agreement, shall terminate and shall have no further effect or consequence, except as expressly provided herein.
Sample 1
Termination of the Securities Purchase Agreement. The Securities Purchase Agreement between the Corporation and the Selling Stockholder, dated June 26, 2002 (the “Purchase Agreement”) and all rights and duties deriving from the Purchase Agreement shall terminate and be of no further force and effect at the time of the Closing.
Sample 1
Termination of the Securities Purchase Agreement. 4. In addition to its rights to terminate the Agreement in the event fails to fund the First Funding Transaction in accordance with the agreed-upon schedule, Neah shall have the option, in its sole discretion, to terminate the First Funding Transaction once $800,000 has been received by Neah (an “Optional Termination”). In the event of such Optional Termination by Neah, (a) Neah’s obligations in Section 3 of the SPA with respect to “Director Appointment Consent One” shall continue to be in force and (b) Neah’s obligations in Section 4 of the SPA with respect to Registration Rights shall continue to be in force. In the event of such Optional Termination by Neah, NPS will be issued (a) $97,000 in common stock, with the restricted common stock price at $0.007, and (b) 25 million common shares and 25 million warrants whereby the terms of such warrants are identical to the terms of the warrants issued pursuant to the First Placement Transaction.
Sample 1
Termination of the Securities Purchase Agreement 
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Related to Termination of the Securities Purchase Agreement

  • Securities Purchase Agreement This Agreement and the transactions contemplated hereby have been duly and validly authorized by the Company, this Agreement has been duly executed and delivered by the Company and this Agreement, when executed and delivered by the Company, will be, a valid and binding agreement of the Company enforceable in accordance with its terms, subject as to enforceability to general principles of equity and to bankruptcy, insolvency, moratorium, and other similar laws affecting the enforcement of creditors’ rights generally.

  • Purchase of the Securities On the Closing Date (as defined below), the Company shall issue and sell to the Buyer and the Buyer agrees to purchase from the Company the Securities as is set forth immediately below the Buyer’s name on the signature pages hereto.

  • Stock Purchase Agreement (a) Purchaser understands and agrees that the conversion of the Note into equity securities of the Company may require such Purchaser’s execution of certain agreements (in form reasonably agreeable to a majority in interest of the Purchasers) relating to the purchase and sale of such securities as well as registration, information and voting rights, if any, relating to such equity securities.

  • Terms of the Purchase Agreement The terms of the Purchase Agreement, including but not limited to Assignor's representations, warranties, covenants, agreements and indemnities relating to the Assumed Liabilities, are incorporated herein by this reference. Assignor acknowledges and agrees that the representations, warranties, covenants, agreements and indemnities contained in the Purchase Agreement shall not be superseded hereby but shall remain in full force and effect to the full extent provided therein. In the event of any conflict or inconsistency between the terms of the Purchase Agreement and the terms hereof, the terms of the Purchase Agreement shall govern.

  • Agreement to Sell and Purchase the Securities Upon the terms and subject to the conditions hereinafter set forth, at the Closing (as defined in Section 3.1), the Company will sell to the Investor, and the Investor will purchase from the Company, the aggregate amount of Securities set forth on the Investor’s signature page hereto at the purchase price set forth on such signature page.

  • The Purchase Agreement This Agreement has been duly authorized, executed and delivered by the Company and the Guarantors.

  • Purchase and Resale of the Securities (a) The Company agrees to issue and sell the Securities to the several Initial Purchasers as provided in this Agreement, and each Initial Purchaser, 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 purchase from the Company the respective principal amount of Securities set forth opposite such Initial Purchaser's name in Schedule 1 hereto at a price equal to 98.25% of the principal amount thereof plus accrued interest, if any, from March 10, 2004 to the Closing Date. The Company will not be obligated to deliver any of the Securities except upon payment for all the Securities to be purchased as provided herein.

  • of the Purchase Agreement Section 2.5 of the Purchase Agreement is hereby amended and restated in its entirety to read as follows:

  • Sale and Purchase of the Securities Upon the terms and subject to the conditions set forth in this Agreement and on the basis of the representations, warranties, covenants, agreements, undertakings and obligations contained herein, at the Closing (as defined in Section 2.1 hereof), Seller hereby agrees to sell to Purchaser, and Purchaser hereby agrees to purchase from Seller, the Securities, free and clear of any and all Liens (as defined in Section 8.11 hereof), for the consideration specified in this Article 1.

  • Note Purchase Agreement The conditions precedent to the obligations of the Applicable Pass Through Trustees and the other requirements relating to the Aircraft and the Equipment Notes set forth in the Note Purchase Agreement shall have been satisfied.

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