Common use of Issuance and Purchase of Senior Note Clause in Contracts

Issuance and Purchase of Senior Note. 1Purchase and Sale of Senior Note. The Company hereby agrees to sell to the Purchaser and, subject to the terms and conditions set forth herein and in reliance upon the representations and warranties of the Company contained herein, Purchaser agrees to purchase from the Company the Senior Note for an aggregate total purchase price of Forty Million Dollars ($40,000,000) (the “Purchase Price”). Subject to the conditions as provided below in this Section and to the satisfaction of all conditions precedent set forth in Sections 5.1 and 5.2 hereof, at the Closing the Purchaser shall pay the Purchase Price by wire transfer (or by credit, in the case of any proceeds of the Purchase Price to be applied by the Company to satisfy certain payment obligations owing by the Company to the Purchaser) pursuant to the instructions of the Company as set forth in the Pay Proceeds Letter. For the avoidance of doubt, if the conditions precedent set forth in Sections 5.1 and 5.2 are not satisfied (or waived in writing by Purchaser in its sole discretion), then Purchaser shall be under no obligation to purchase the Senior Note and pay the Purchase Price and, in such case, Purchaser shall return to the Company the Senior Note, which shall not be considered issued and outstanding unless and until the Closing has occurred (as evidenced by payment of the Purchase Price to the Company as provided above in this Section 2.1 at Closing).