Purchase and Sale of Initial Shares Clause Samples

Purchase and Sale of Initial Shares. At the Initial Closing (as ----------------------------------- defined below), the Company shall sell to each Purchaser, and such Purchaser shall purchase from the Company, the Initial Shares, at a purchase price of $100 per share in the respective amount set forth in Exhibit A. The purchase and --------- sale of all the Initial Shares by the Purchasers is referred to herein as the "Initial Purchase."
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Purchase and Sale of Initial Shares. Subject to the applicable terms and conditions set forth herein, the Company hereby agrees to issue and sell to Purchaser, and Purchaser hereby agrees to purchase from the Company, the Initial Shares, free and clear of all liens, claims, encumbrances and pre-emptive rights, other than any created by Purchaser. In consideration for the Initial Shares, Purchaser hereby agrees to pay to the Company, in cash, a purchase price of $5.75 per share for the Initial Shares, for an aggregate purchase price of $9,440,063 (the "Initial Purchase Price").
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Purchase and Sale of Initial Shares. Subject to the terms herein set forth, the Company agrees to sell to the Purchasers, and the Purchasers agree that they will purchase from the Company, on the Initial Closing Date, 1,818,182 shares (the "Initial Shares") of Common Stock, for a purchase price of $2.75 per share, and an aggregate purchase price of $5,000,000.
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Purchase and Sale of Initial Shares. Subject to the terms and conditions of this Agreement, on the First Closing Date (as defined below), each of the Investors shall severally, and not jointly, purchase, and the Company shall sell and issue to the Investors, the Initial Shares in the respective amounts set forth opposite the Investors’ names on the signature pages attached hereto in exchange for the Initial Purchase Price as specified in Section 3 below.
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Purchase and Sale of Initial Shares. On the terms and subject to the conditions set forth herein, the Investor will purchase from the Company, and the Company will issue and sell to the Investor or cause Assured Guaranty US Holdings Inc. (“AGUS”) to sell, a number of Common Shares (the “Initial Shares”) equal to the quotient of $250,000,000 (the “Initial Investment”) divided by the Initial Price (defined below). The “Initial Price” will be 97% of the average of (A) $22.43 and (B) the average of the closing prices of a Common Share on the New York Stock Exchange (“NYSE”) on February 29, 2008 and March 3, 2008. The Initial Price will in no event be less than $21.76. For example, if the closing price of a Common Share on February 29, 2008 were $26.00 and the closing price of a Common Share on March 3, 2008 were $24.00, the Initial Price would be calculated as follows: ($22.43 + (($26+$24)/2))/2 = $23.715 and the Initial Price would be $23.004 (i.e, 97% of $23.715).
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Purchase and Sale of Initial Shares. Subject to the terms and conditions of this Agreement, at the Closing (as defined in Section 6.1), each Seller shall sell, transfer, assign and deliver to Purchaser, and Purchaser shall purchase from each Seller, the number of Initial Shares set forth opposite each Seller's name on Schedule 1.1 hereto, such that upon consummation of such purchase and sale, Purchaser shall have acquired from Sellers, in the aggregate, all of the Initial Shares.
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Purchase and Sale of Initial Shares. (a) Upon execution of this Agreement, the Investor will purchase, and the Company will sell, the Initial Shares for the aggregate consideration of US$10,000,000 in cash (the “Purchase Price”). The Investor will deliver to the Company by wire transfer of immediately available funds the aggregate amount of the Purchase Price, and the Company will record the purchase of the Initial Shares that the Investor is purchasing pursuant to the terms and conditions of this Agreement on its books and records.
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Purchase and Sale of Initial Shares. Subject to the terms and conditions of this Agreement and on the basis of the representations and warranties set forth herein, SangStat shall issue and sell to ▇▇▇▇▇▇ and ▇▇▇▇▇▇ shall purchase from SangStat, at the Initial Share Closing provided for in SECTION 1.3, shares of SangStat's Common Stock (the "Initial Shares") having an aggregate value of Seven Million Dollars ($7,000,000).
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Purchase and Sale of Initial Shares 
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Related to Purchase and Sale of Initial Shares

  • Purchase and Sale of Shares and Warrants Subject to the satisfaction (or waiver) of the conditions to Closing set forth in this Agreement and the Escrow Agreement, each Subscriber shall purchase the Shares and Warrants for the portion of the Purchase Price indicated on the signature page hereto, and the Company shall sell such Shares and Warrants to the Subscriber. The Purchase Price for the Shares and Warrants shall be paid in cash. The entire Purchase Price shall be allocated to the Shares.

  • Purchase and Sale of Common Shares (a) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties set forth in Schedule B to this Agreement, the Purchaser hereby agrees to purchase from the Company and the Company hereby agrees to sell to the Purchaser, on the Closing Date, 104,500,000 Common Shares (the “Purchased Shares”) at a price of $48.60 per Purchased Share for an aggregate purchase price of $5,078,700,000 (the “Share Purchase Price”). (b) The Purchaser shall purchase the Purchased Shares and pay the Share Purchase Price on the Closing Date, by wire transfer of immediately available funds to an account designated in writing by the Company. The Purchased Shares shall be issued to the Purchaser on Closing by way of: (i) (A) a book entry only position or other electronic deposit on the records of the Company’s transfer agent containing notations of the legends contemplated by this Agreement, together with delivery of an ownership statement to the Purchaser; and (B) the deposit of a certificate evidencing the Purchased Shares to The Canadian Depository for Securities Limited as depository, bearing a restricted CUSIP designation referencing the legends contemplated by this Agreement, for credit to the participant and brokerage account of the Purchaser, as directed by the Purchaser; or (ii) physical delivery of a certificate representing the Purchased Shares registered in the name of the Purchaser or in such other name as the Purchaser shall notify the Company in writing not less than one Business Day prior to the Closing.

  • Purchase and Sale of Shares Subject to the terms and conditions herein set forth, (i) the Company agrees to sell to the Underwriters that number of Firm Shares set forth opposite the name of the Company in Schedule II annexed hereto, and (ii) each of the Underwriters agrees, severally and not jointly, to purchase from the Company, at a purchase price of $_____ per share, the number of Firm Shares set forth opposite the name of each Underwriter on Schedule I annexed hereto. The Selling Shareholder hereby grants to the Underwriters the right to purchase at their election in whole or in part up to 180,000 Optional Shares at the purchase price per share set forth in clause (i) in the paragraph above for the sole purpose of covering over-allotments in the sale of Firm Shares. If the option granted hereby is exercised in whole or in part, then the respective number of Optional Shares to be purchased by each of the Underwriters shall be determined by multiplying the total number of Optional Shares as to which such election shall have been exercised by the Underwriters by a fraction, the numerator of which is the maximum number of Optional Shares such Underwriter is entitled to purchase as set forth opposite the name of such Underwriter in Schedule I hereto and the denominator of which is the maximum number of Optional Shares that all Underwriters are entitled to purchase hereunder (with the resulting number to be adjusted by the Underwriters so as to eliminate fractional shares). Any such election to purchase Optional Shares may be exercised by written notice from the Underwriters to the Selling Shareholder, given within a period of 30 calendar days after the date of this Agreement and setting forth the aggregate number of Optional Shares to be purchased and the date on which such Optional Shares are to be delivered, as determined by the Underwriters but in no event earlier than the First Time of Delivery or, unless the Underwriters and the Company otherwise agree, to furnish or cause to be furnished to the Underwriters the certificates, letters and opinions, and to satisfy all conditions, set forth in Section 6 hereof at the Subsequent Time of Delivery. After the Registration Statement becomes effective, the several Underwriters intend to offer the Shares to the public as set forth in the Prospectus.

  • Purchase and Sale of Shares Closing Subject to the terms and conditions of this Agreement, the Company agrees to sell to Purchaser at the Closing, and Purchaser agrees to purchase from the Company at the Closing, 10,000,000 shares of Common Stock (the “Shares”), at a price per share of $6.00 (the “Purchase Price”). Subject to the satisfaction or waiver of the covenants and conditions set forth in Sections 2.3 and 2.4, the Closing shall occur on the date hereof at the offices of ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ or such other location as the parties shall mutually agree.

  • Purchase and Sale of Units The Purchaser hereby subscribes for and purchases from the Company, and the Company hereby issues and sells to the Purchaser, 25,000 units (the “Initial Units”) at a purchase price of approximately $.003478 per Initial Unit for an aggregate purchase price of $86.95. Each Initial Unit consists of one share of Common Stock and one warrant (an “Initial Warrant”) to purchase one additional share of Common Stock for $6.00 in accordance with the terms of the Warrant Agreement to be entered into by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, which shall be substantially in the form attached hereto as Exhibit A (the “Warrant Agreement”). The Initial Units, together with the underlying Common Stock and the Initial Warrants, are referred to herein as the “Securities.”