Purchase and Sale of the Notes and Warrants Sample Clauses

Purchase and Sale of the Notes and Warrants. Subject to the terms and conditions of this Agreement, on the Closing Date, each of the Investors shall severally, and not jointly, purchase, and the Company shall sell and issue to the Investors, the Notes and Warrants in the respective amounts set forth opposite the Investors' names on the signature pages attached hereto in exchange for the Purchase Price as specified in Section 3 below.

Purchase and Sale of the Notes and Warrants. Subject to the terms and conditions set forth in this Agreement, at the Closing, the Investor will purchase from the Company, and the Company will issue, sell and deliver to the Investor: 2.1 Tranche A Convertible Notes in an aggregate principal amount of US$22,250,000, with an initial conversion price of US$2.60 per Ordinary Share or US$2.60 per ADS, for a total aggregate purchase price of US$22,250,000, such amount to be paid in full, in cash to the Company at the Closing; 2.2 Tranche B Convertible Notes in an aggregate principal amount of US$13,350,000, with an initial conversion price of US$5.20 per Ordinary Share or US$5.20 per ADS, for a total aggregate purchase price of US13,350,000, such amount to be paid in full, in cash to the Company at the Closing; 2.3 Tranche C Convertible Notes in an aggregate principal amount of US$4,450,000, with an initial conversion price of US$7.80 per Ordinary Share or US$7.80 per ADS, for a total aggregate purchase price of US$4,450,000, such amount to be paid in full, in cash to the Company at the Closing; 2.4 Tranche I Warrants in an aggregate principal amount of US$5,000,000, with an initial exercise price of US$1.50 per Ordinary Share or US$1.50 per ADS; 2.5 Tranche A Warrants in an aggregate principal amount of US$2,750,000, with an initial exercise price of US$2.60 per Ordinary Share or US$2.60 per ADS; 2.6 Tranche B Warrants in an aggregate principal amount of US$1,650,000, with an initial exercise price of US$5.20 per Ordinary Share or US$5.20 per ADS; and 2.7 Tranche C Warrants in an aggregate principal amount of US$550,000, with an initial exercise price of US$7.80 per Ordinary Share or US$7.80 per ADS.

Purchase and Sale of the Notes and Warrants. 1.1 Subject to the terms and conditions of this Agreement, as of the applicable Closing Date, each of the Investors shall severally, and not jointly, purchase, and the Company shall sell and issue to such Investors, (i) a Note in the principal amount set forth opposite such Investor’s name on the signature pages affixed hereto, and (ii) a Warrant to purchase the number of ADSs set forth opposite such Investor’s name on the signature pages affixed hereto (1 warrant for each US $10.0 of principal of Notes purchased). The purchase price of each Note shall be equal to 100% of the principal amount of such Note, and the exercise price of each Warrant shall be par value ($3.00 Hong Kong dollars) (approximately US $0.38) for each ADS issuable thereunder. The Company’s agreements with each of the Investors are separate agreements, and the sales of the Notes and Warrants to each of the Investors are separate sales. The Company may sell up to $3,000,000 in principal amount of Notes. 1.2 The initial purchase and sale of the Notes shall take on November 9, 2007, or at such other time and place as the Company and the Investors mutually agree upon, orally or in writing so long as the Company has received subscriptions for $750,000 of Notes (which time and place are designated as the “Initial Closing”). In the event there is more than one closing, the term “Closing” shall apply to each such closing, unless otherwise specified herein At each Closing, the Company shall deliver to each Investor the Note to be purchased by such Investor against (1) payment of the purchase price therefor by check payable to the Company or by wire transfer to a bank designated by the Company, (2) delivery of counterpart signature pages to this Agreement and the Note, and (3) delivery of a validly completed and executed IRS Form W-8 BEN or IRS Form W-9, as applicable, establishing such Investor’s exemption from withholding tax, which forms are attached to this Agreement as Exhibit C. Until the earlier of (A) such time as the aggregate amount of principal indebtedness evidenced by the Notes equals a total of $3,000,000, or (B) November 16, 2007 from the date hereof, the Company may sell additional Notes to such persons or entities as determined by the Company, or to any Investor who desires to acquire additional Notes. All such sales shall be made on the terms and conditions set forth in this Agreement. For purposes of this Agreement, and all other agreements contemplated hereby, any additional I...

Purchase and Sale of the Notes and Warrants. Subject to the terms and conditions of this Agreement and on the basis of the representations and warranties made herein, each of the Purchasers hereby severally, and not jointly, agrees to purchase, and the Company hereby agrees to sell and issue to each of the Purchasers, the principal amount of Notes and Warrants to purchase the number of shares of Common Stock set forth on such Purchaser's signature page attached hereto and as indicated herein. Each Purchaser's aggregate purchase price (the "Purchase Price") for the Notes and Warrants to be purchased hereunder is set forth on such Purchaser's signature page attached hereto.

Purchase and Sale of the Notes and Warrants. 1.1 Subject to the terms and conditions of this Agreement, as of the applicable Closing Date, each of the Investors shall severally, and not jointly, purchase, and the Company shall sell and issue to such Investors, (i) a Note in the principal amount set forth opposite such Investor’s name on the signature pages affixed hereto, and (ii) a Warrant to purchase the number of ADSs set forth opposite such Investor’s name on the signature pages affixed hereto (1 warrant for each US $10.0 of principal of Notes purchased). The purchase price of each Note shall be equal to 100% of the principal amount of such Note, and the exercise price of each Warrant shall be par value ($3.00 Hong Kong dollars) (approximately US $0.38) for each ADS issuable thereunder. The Company’s agreements with each of the Investors are separate agreements, and the sales of the Notes and Warrants to each of the Investors are separate sales. The Company may sell up to $3,000,000 in principal amount of Notes. 1.2 The initialpurchase and sale of the Notes shall take on November 9, 2007, or at such other time and place as the Company and the Investors mutually agree upon, orally or in writing so long as the Company has received subscriptions for $750,000 of Notes (which time and place are designated as the “Initial Closing”). In the event there is more than one closing, the term “Closing” shall apply to each such closing, unless otherwise specified herein At each Closing, the Company shall deliver to each Investor the Note to be purchased by such Investor against (1) payment of the purchase price therefor by check payable to the Company or by wire transfer to a bank designated by the Company, (2) delivery of counterpart signature pages to this Agreement and the Note, and (3) delivery of a validly completed and executed IRS Form W-8 BEN or IRS Form W-9, as applicable, establishing such Investor’s exemption from withholding tax, which forms are attached to this Agreement as Exhibit C. Until the earlier of (A) such time as the aggregate amount of principal indebtedness evidenced by the Notes equals a total of $3,000,000, or (B) November 16, 2007 from the date hereof, the Company may sell additional Notes to such persons or entities as determined by the Company, or to any Investor who desires to acquire additional Notes. All such sales shall be made on the terms and conditions set forth in this Agreement. For purposes of this Agreement, and all other agreements contemplated hereby, any additional In...

Purchase and Sale of the Notes and Warrants. (a) Subject to the terms and conditions herein set forth, and in reliance upon the representations and warranties of the Loan Parties contained in the Original Investment Agreement, the Borrower and MOAC, respectively, sold to the Lenders, and the Lenders purchased from the Borrower and MOAC, respectively, the Notes and the Warrants for an aggregate purchase price of $25,000,000, in the amounts set forth on Schedule 3.01. (b) The Borrower, the Parent and the Lenders hereby acknowledge and agree that the Subdebt Securities are part of an investment unit within the meaning of Section 1273(c)(2) of the Code. The Borrower and the Lenders hereby further acknowledge and agree that, for United States federal income tax purposes, the issue price of the Notes within the meaning of Section 1273(b) of the Code, which issue price was determined pursuant to Section 1.1273-2(h)(1) of the Treasury Regulations, is equal to the amount set forth on Schedule 3.01. The Borrower and the Lenders agree to use the issue price and allocation set forth on Schedule 3.01 for all income tax purposes with respect to the issuance of the Subdebt Securities. The Borrower and the Lenders hereby further acknowledge and agree that (i) to the extent the Borrower and the Lenders have agreed to amend certain provisions of the Original Investment Agreement as contained in the prior amendments thereto and this Agreement, such amendments do not, individually or collectively, constitute a "significant modification" of the Notes (within the meaning of Section 1.1001-3 of the Treasury Regulations), and (ii) pursuant to Section 1.1275-2(j) of the Treasury Regulations, solely for purposes of Sections 1272 and 1273 of the Code, the Notes shall be treated as retired and reissued on August 23, 2007 for an amount equal to the "adjusted issue price" (within the meaning of Section 1272(a)(4) of the Code) of the Notes as of such date. The Borrower and Lenders agree to report all applicable income tax matters arising after the Amendment Effective Date consistent with the provisions of this Section 3.01(c).

Purchase and Sale of the Notes and Warrants. Subject to the terms and conditions of this Agreement, on the date hereof, each of the Investors shall severally, and not jointly, purchase, and the Company shall sell and issue to each Investor (i) the aggregate principal amount of the Notes as is set forth opposite such Investor's name on the signature pages attached hereto and (ii) such number of Warrants as is set forth opposite such Investor's name on such signature pages for an aggregate purchase price equal to the Note Purchase Price as specified in Section 3.1

Purchase and Sale of the Notes and Warrants. Subject to the terms and conditions of this Agreement and on the basis of the representations and warranties made herein, each of the Purchasers hereby severally, and not jointly, agrees to purchase, and the Company hereby agrees to sell and issue to each of the Purchasers, the number of Units set forth on such Purchaser’s signature page attached hereto. Each Purchaser’s aggregate purchase price (the “Purchase Price”) for the Units to be purchased hereunder is set forth on such Purchaser’s signature page attached hereto.

Purchase and Sale of the Notes and Warrants. Subject to the terms and conditions of this Agreement and on the basis of the representations and warranties made herein, each of the Purchasers hereby severally, and not jointly, agrees to purchase, and the Company hereby agrees to sell and issue to each of the Purchasers, a Note having a principal amount equal to the amount set forth on such Purchaser’s signature page attached hereto, plus that number of Warrants calculated by multiplying the principal face amount of the Purchaser’s Note by 0.2727. Each Purchaser’s aggregate purchase price (the “Purchase Price”) is set forth on such Purchaser’s signature page attached hereto.