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.
(b) Upon the following terms and conditions, the Purchasers shall be issued (i) Series A Warrants, in substantially the form attached hereto as Exhibit B (the "Series A Warrants"), to purchase the number of shares of Common Stock equal to one hundred percent of the number of Shares purchased pursuant to the terms hereof, such amount to be set forth opposite such Purchaser's name on Exhibit A attached hereto. The Warrants shall have an exercise price of $1.25 per Warrant (as defined in the respective Warrant) and shall be exercisable as stated therein. Any shares of Common Stock issuable upon exercise of the Warrants (and such shares when issued) are herein referred to as the "Warrant Shares". The Shares, the Warrants and the Warrant Shares are sometimes collectively referred to herein as the "Securities".
Purchase and Sale of Common Stock and Warrants. Section 1.1 Purchase and Sale of Common Stock and Warrants. Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and each Purchaser shall, severally but not jointly, purchase from the Company (i) shares of Common Stock (the “Shares”), and (ii) warrants to purchase shares of Common Stock equal to 200% of the number of Shares to be purchased by such Purchaser, in substantially the form attached hereto as Exhibit B (the “Warrants”), in each case as set forth opposite each such Purchaser’s name on Exhibit A hereto, at a price per Share and related Warrants of $0.09 for an aggregate purchase price to the Company from all Purchasers of $600,000.00 (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/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 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 29,166,667 shares of Common Stock (the “Shares”) at a price per share of $.12 (the “Per Share Purchase Price”) for an aggregate purchase price of $3,500,000 (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/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.
(b) Upon the following terms and conditions, the Purchasers shall be issued Warrants, in substantially the form attached hereto as Exhibit B (the “Warrants”), to purchase the number of shares of Common Stock set forth opposite such Purchaser’s name on Exhibit A hereto. The Warrants shall have an exercise price equal to $0.12 per share and shall be immediately exercisable.
Purchase and Sale of Common Stock and Warrants. 1.1. Subject to the terms and conditions of this Agreement, the Investor hereby purchases from the Company, and the Company hereby sells to the Investor, 150,000 shares ("Investor Shares") at a purchase price of $5.00 per share, for an aggregate purchase price of $750,000.
Purchase and Sale of Common Stock and Warrants. Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and each Purchaser shall, severally but not jointly, purchase from the Company that number of shares of Common Stock (the “Shares”) and warrants to purchase shares of Common Stock equal to 40% of the number of Shares to be purchased by such Purchaser, in substantially the form attached hereto as Exhibit B (the “Warrants”), in each case, set forth opposite such Purchaser’s name on Exhibit A hereto at a price per Share and related Warrants of $1.00 for an aggregate purchase price to the Company from each Purchasers (the “Purchase Price”) equal to the amount set forth on the signature page hereof and on Exhibit A. 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/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 Common Stock and Warrants. The Company, subject to the terms and conditions herein set forth, hereby agrees to sell to the Purchaser and, subject to the terms and conditions herein set forth, the Purchaser agrees to purchase from the Company, 3,400,000 shares (the "Shares") of the Company's Common Stock, par value $.01 per share (the "Common Stock"), which, if issued as of the date hereof, would constitute approximately 15.9% of the outstanding Common Stock as of the date hereof, and the Warrants. The aggregate purchase price for the Shares and the Warrants shall be $3,400,000.
Purchase and Sale of Common Stock and Warrants. The issuance, sale and purchase of the Common Stock and the Warrants shall take place in one or more separate closings, the first of which is hereinafter referred to as the "First Closing" and the others of which are hereinafter referred to as the "Other Closings."
(i) On the First Closing Date, the Seller shall issue and sell to Buyer, and the Buyer agrees to purchase from the Seller, 12,000,000 shares of Common Stock for $600,000 and $10,000 for the Warrants (the "First Purchase Price").
(ii) On the other Closing Dates, the Seller shall from time to time issue and sell to the Buyer and the Buyer shall from time to time purchase from the Seller, up to 28,000,000 shares of Common Stock for up to $4,200,000 (the "Other Purchase Prices" and, together with the First Purchase Price, the "Purchase Prices").
Purchase and Sale of Common Stock and Warrants. BH agrees to purchase from the Company and the Company agrees to sell to BH 500,000 shares of Common Stock and 500,000 Warrants for a purchase price of $2.50 per share of Common Stock and Warrant. BH, at its option, may purchase the shares of Common Stock and Warrants in an entity or entities that it shall create which may contain partners, members or shareholders; provided that, all such individuals or entities who are members, shareholders or partners of such entity shall themselves meet certain suitability and accredited investor standards which, if such entity did not exist, would allow them to purchase shares of Common Stock and Warrants directly from the Company without adversely affecting the exemption(s) from the registration requirements of the Securities Act relied upon in this transaction.
Purchase and Sale of Common Stock and Warrants. (a) Subject to the terms and conditions of this Agreement, each Purchaser agrees to purchase at the Closing (as defined below) and the Company agrees to sell and issue to each Purchaser (i) the number of Shares set forth opposite such Purchaser’s name on Schedule A hereto and (ii) the number of Warrants set forth opposite such Purchaser’s name on Schedule A hereto, exercisable for the number of shares of Common Stock equal to 100% of the Common Stock purchased by such Purchaser pursuant to clause (i) above, at a per share exercise price equal to $0.50. Each Warrant shall be exercisable for a period of two (2) years after the Closing. The purchase price of each share of Common Stock purchased by a Purchaser together with a Warrant, each entitling the Purchaser to purchase one share of Common Stock (together, a “Unit”) shall be $1.00 per Unit. The total purchase price payable by each Purchaser shall be the amount set forth opposite such Purchaser’s name on Schedule A. The Company’s agreements with each of the Purchasers are separate agreements, and the sales of the Common Stock and Warrants to each of the Purchasers are separate sales.
Purchase and Sale of Common Stock and Warrants. Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall, severally and not jointly, purchase from the Company: (a) an aggregate of 3,537,736 shares of Common Stock (collectively, the “Shares”) in the amounts set forth opposite their respective names on Exhibit A, at a price per Share equal to $4.24 (the “Per Share Purchase Price”), and for an aggregate purchase price of $15,000,000.64 (the “Purchase Price”); and (b) warrants (the “Warrants”) to purchase an aggregate of 863,236 shares of Common Stock (the “Warrant Shares”) with an exercise price of $5.00 per share in the amounts set forth opposite their respective names on Exhibit A, and for an aggregate purchase price of $107,904.50 (the “Warrant 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 Securities Act of 1933, as amended (the “Securities Act”), and the rules and regulations promulgated thereunder, including Regulation D (“Regulation D”), 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.
