Agreement to Sell and Purchase the Shares; Subscription Date Sample Clauses
The 'Agreement to Sell and Purchase the Shares; Subscription Date' clause establishes the parties' commitment to transfer ownership of specified shares from the seller to the buyer, and sets the date on which this transaction will formally occur. Typically, this clause outlines the number and type of shares involved, identifies the parties, and specifies the exact date or conditions under which the subscription or purchase is completed. Its core function is to provide legal certainty regarding when and how the share transfer takes place, thereby preventing disputes about ownership and ensuring both parties are aligned on the transaction timeline.
Agreement to Sell and Purchase the Shares; Subscription Date. 2.1. Upon the terms and subject to the conditions hereinafter set forth, at the Closing (as defined in Section 3), the Company will sell to the Investor, and the Investor will purchase from the Company, the number of Shares set forth on the signature page hereto at the purchase price set forth on such signature page.
2.2. The Company may enter into agreements similar to this Agreement with certain other investors (the "Other Investors") and expects to complete sales of Shares to them. (The Investor and the Other Investors are hereinafter sometimes collectively referred to as the "Investors", and this Agreement and the stock purchase agreements executed by the Other Investors are hereinafter sometimes collectively referred to as the "Agreements".)
Agreement to Sell and Purchase the Shares; Subscription Date. 2.1 At the Closing (as defined in Section 3), the Company will sell to the Investor, and the Investor will purchase from the Company, upon the terms and conditions hereinafter set forth, the number of Shares set forth on the signature page hereto at the purchase price set forth on such signature page.
2.2 The Company may enter into this same form of Stock Purchase Agreement with certain other investors (the "Other Investors") and expects to complete sales of Shares to them. (The Investor and the Other Investors are hereinafter sometimes collectively referred to as the "Investors," and this Agreement and the Stock Purchase Agreements executed by the Other Investors are hereinafter sometimes collectively referred to as the "Agreements.") The Company may accept executed Agreements from Investors for the purchase of Shares commencing upon the date on which the Company provides the Investors with the proposed purchase price per Share and concluding upon the date (the "Subscription Date") on which the Company has (i) executed Agreements with Investors for the purchase of at least _______ Shares, and (ii) notified the Investors in writing that it is no longer accepting Agreements from Investors for the purchase of Shares. The Company may not enter into any Agreements after the Subscription Date.
Agreement to Sell and Purchase the Shares; Subscription Date. 2.1 At the Closing (as defined in Section 3), the Company will sell to the Investor, and the Investor will purchase from the Company, upon the terms and conditions hereinafter set forth, the number of Shares set forth in Section 3 of the Stock Purchase Agreement to which these Terms and Conditions are attached at the purchase price set forth thereon.
2.2 The Company may enter into the same form of Stock Purchase Agreement, including these Terms and Conditions, with certain other investors (the “Other Investors”) and expects to complete sales of Shares to them. (The Investor and the Other Investors are hereinafter sometimes collectively referred to as the “Investors,” and the Stock Purchase Agreement to which these Terms and Conditions are attached and the Stock Purchase Agreements (including attached Terms and Conditions) executed by the Other Investors are hereinafter sometimes collectively referred to as the “Agreements.”) The Company may accept executed Agreements from Investors for the purchase of Shares commencing upon the date on which the Company provides the Investors with the proposed purchase price per Share and concluding upon the date (the “Subscription Date”) on which the Company has (i) executed Agreements with Investors for the purchase of at least 2,045,453 Shares, and (ii) notified ▇▇▇▇▇ Fargo Securities, LLC, in its capacity as placement agent for this transaction, in writing that it is no longer accepting additional Agreements from Investors for the purchase of Shares. The Company may not enter into any Agreements after the Subscription Date.
2.3 The obligations of each Investor under any Agreement are several and not joint with the obligations of any Other Investor, and no Investor shall be responsible in any way for the performance of the obligations of any other Investor under any Agreement. Nothing contained herein, and no action taken by any Investor hereto, shall be deemed to constitute the Investors as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Investors are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated hereby, provided that such obligations or the transactions contemplated hereby may be modified, amended or waived in accordance with Section 9 below. Each Investor shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement (prov...
Agreement to Sell and Purchase the Shares; Subscription Date. 2.1 At the Closing (as defined in Section 3), the Company will sell to the Investor, and the Investor will purchase from the Company, upon the terms and conditions hereinafter set forth, the number of Shares set forth on the signature page hereto at the purchase price set forth on such signature page.
2.2 The Company may enter into this same form of Stock Purchase Agreement with certain other investors (the "Other Investors") and expects to complete sales of Shares to them. (The Investor and the Other Investors are hereinafter sometimes collectively referred to as the "Investors," and this Agreement and the Stock Purchase Agreements executed by the Other Investors are hereinafter sometimes collectively referred to as the "Agreements.") The Company will accept executed Agreements from Investors for the purchase of Shares commencing upon the date on which the Company provides the Investors with the proposed purchase price per Share and concluding upon the date (the "Subscription Date") on which the Company has (i) executed Agreements with Investors for the purchase of at least 2,327,777 Shares, and (ii) notified the Investors in writing that it is no longer accepting Agreements from Investors for the purchase of Shares. The Company may not enter into any Agreements after the Subscription Date.
Agreement to Sell and Purchase the Shares; Subscription Date. 2.1 At the Closing (as defined in Section 3), the Company will sell to the Investor, and the Investor will purchase from the Company, upon the terms and subject to the conditions hereinafter set forth, the number of Shares set forth on the signature page hereto at the purchase price set forth on such signature page.
2.2 The Company is entering into this same form of Stock Purchase Agreement with certain other investors (the “Other Investors”) effective as of the date hereof (the “Subscription Date”) and expects to complete sales of Shares to them; provided that the Company may sell Shares to the Other Investors who are directors and officers at a price of $8.10 per share and to the remaining Other Investors at $7.20 per share. (The Investor and the Other Investors are hereinafter sometimes collectively referred to as the “Investors,” and this Agreement and the Stock Purchase Agreements executed by the Other Investors are hereinafter sometimes collectively referred to as the “Agreements.”)
Agreement to Sell and Purchase the Shares; Subscription Date. 2.1. At the Closing (as defined in Section 3), the Company will sell to the Investor, and the Investor will purchase from the Company, upon the terms and conditions hereinafter set forth, the number of Shares, each as set forth in Section 3 of the Stock Purchase Agreement to which these Terms and Conditions are attached at the Purchase Price set forth thereon.
2.2. The Company may enter into a substantially similar form of Stock Purchase Agreement, including these Terms and Conditions, with other investors (the "Other Investors") and expects to complete sales of shares of the Company's common stock to the Other Investors.
2.3. The obligations of the Other Investors under any similar subscription agreement are several and not joint with the obligations of any Other Investors and the Investor, and no Other Investor, including the Investor, shall be responsible in any way for the performance of the obligations of any Other Investors under any agreement. Nothing contained herein, and no action taken by the Investor, shall be deemed to constitute a partnership, an association, a joint venture or any other kind of entity between the Investor and the Other Investors, or create a presumption that the Other Investors and the Investor are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated hereby. The Investor shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement (provided, that such rights may be modified, amended or waived in accordance with Section 9 below), and it shall not be necessary for any Other Investors to be joined as an additional party in any proceeding for such purpose.
Agreement to Sell and Purchase the Shares; Subscription Date. 2.1 Upon the terms and subject to the conditions hereinafter set forth, at the Closing (as defined in Section 3 below), the Company will sell to each Investor, and each Investor will purchase from the Company, the number of Shares as is set forth opposite each such Investor’s name on Schedule I hereto at the aggregate purchase price set forth on Schedule I hereto.
2.2 The Company may enter into agreements similar to this Agreement with certain other investors (the “Other Investors”) and expects to complete sales of Shares to them. (The Investor and the Other Investors are hereinafter sometimes collectively referred to as the “Investors”, and this Agreement and the purchase agreements executed by the Other Investors are hereinafter sometimes collectively referred to as the “Agreements”). The Company may accept or reject any one or more Agreements in its sole discretion.
Agreement to Sell and Purchase the Shares; Subscription Date. 2.1 Upon the terms and subject to the conditions hereinafter set forth, at the Closing (as defined in Section 3), the Company will sell to each Investor, and each Investor will purchase from the Company, the number of Shares set forth on Schedule I of this Agreement at the purchase price set forth therein.
2.2 The Company may enter into agreements similar to this Agreement with certain other investors (the “Other Investors”) and expects to complete sales of Shares to them and the Company agrees that the agreements with the Other Investors will not contain any terms or provisions more favorable to such Other Investors than are contained in this Agreement. (Each Investor and the Other Investors are hereinafter collectively referred to as the “Investors,” and this Agreement and the purchase agreements executed by the Other Investors are hereinafter collectively referred to as the “Agreements”). The Company may accept or reject any one or more Agreements in its sole discretion.
Agreement to Sell and Purchase the Shares; Subscription Date. 2.1. At the Closing (as defined in Section 3), the Company will sell to the Investor, and the Investor will purchase from the Company, upon the terms and conditions hereinafter set forth, the number of Shares, each as set forth in Section 3 of the Stock Purchase Agreement to which these Terms and Conditions are attached at the Purchase Price set forth thereon.
2.2. The Company may enter into a substantially similar form of Stock Purchase Agreement, including these Terms and Conditions, with other investors (the "Other Investors") and expects to complete sales of shares of the Company's common stock to the Other Investors, provided, however, that the Company shall not grant the rights granted pursuant to Sections 6.1 through 6.3, Section 6.5 and Section 6.8
Agreement to Sell and Purchase the Shares; Subscription Date. At the Closing (as defined in Section 3), the Company will sell to the Investor, and the Investor will purchase from the Company, upon the terms and conditions hereinafter set forth, the Shares in satisfaction of the Company’s obligation to pay $1,500,000 pursuant to the Subsidy Invoice.