Purchasers Clause Samples

Purchasers. Name and Address of Purchasers Number of Shares Per Share Purchase Price Aggregate Purchase Price

Purchasers. See the introductory paragraph to this Agreement.

Purchasers. On or prior to the Closing Date, each Purchaser shall deliver or cause to be delivered to the Company the following: (i) this Agreement duly executed by such Purchaser; (ii) a fully completed and duly executed Stock Certificate Questionnaire in the form attached hereto as Exhibit C; and (iii) unless such Purchaser is a director or an executive officer (as such term is defined in Rule 501(f) promulgated by the Commission under the Securities Act) of the Company as of the Closing Date, a fully completed and duly executed Accredited Investor Qualification Questionnaire in the form attached hereto as Exhibit D; (iv) a fully completed and duly executed Bad Actor Questionnaire in the form attached hereto as Exhibit E; and (v) the Unit Purchase Price by wire transfer to the account specified by the Company.

Purchasers s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ -------------------------------------------------- By: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ---------------------------------------------- Title: ------------------------------------------- SIGNATURE PAGE TO STOCK PURCHASE AGREEMENT

Purchasers. On or prior to the Closing Date, each Purchaser shall deliver or cause to be delivered to the Company the following: (i) a fully completed and duly executed Stock Registration Questionnaire in the form attached hereto as Exhibit A; (ii) the Registration Rights Agreement, duly executed by each Purchaser; (iii) a fully completed and duly executed Accredited Investor Qualification Questionnaire in the form attached hereto as Exhibit B; (iv) a fully completed and duly executed Bad Actor Questionnaire in the form attached hereto as Exhibit C; and (v) the Share Purchase Price by wire transfer to the account specified by the Company.

Purchasers. Each Purchaser severally (and not jointly) hereby represents and warrants to the Company solely as to such Purchaser that: (a) the Purchaser is an "accredited investor" within the meaning of Rule 501(a) under the Securities Act and the Securities to be acquired by it pursuant to this Agreement are being acquired for its own account and, as of the date hereof, not with a view toward, or for sale in connection with, any distribution thereof except in compliance with applicable United States federal and state securities law; provided that the disposition of the Purchaser's property shall at all times be and remain within its control; (b) if the Purchaser is a corporation or partnership, the execution, delivery and performance of this Agreement and the purchase of the Securities pursuant hereto are within the Purchaser's corporate or partnership powers, as applicable, and have been duly and validly authorized by all requisite corporate or partnership action; (c) this Agreement has been duly executed and delivered by the Purchaser. (d) the execution and delivery by the Purchaser of the Transaction Agreements to which it is a party does not, and the consummation of the transactions contemplated hereby and thereby will not, contravene or constitute a default under or violation of (i) any provision of applicable law or regulation, or (ii) any agreement, judgment, injunction, order, decree or other instrument binding upon such Purchaser; (e) such Purchaser understands that the Securities have not been registered under the Securities Act and may not be transferred or sold except as specified in this Agreement or the remaining Transition Agreements; (f) this Agreement constitutes a valid and binding agreement of the Purchaser enforceable in accordance with its terms, subject to (i) applicable bankruptcy, insolvency or similar laws affecting the enforceability of creditors rights generally and (ii) equitable principles of general applicability; (g) the Purchaser has such knowledge and experience in financial and business matters so as to be capable of evaluating the merits and risks of its investment in the Securities and the Purchaser is capable of bearing the economic risks of such investment; (h) the Purchaser is knowledgeable, sophisticated and experienced in business and financial matters; the Purchaser has previously invested in securities similar to the Securities and fully understands the limitations on transfer described herein; the Purchaser has been afforde...

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Purchasers. To the respective addresses set forth below the Purchaser’s signature at the foot of this Agreement. With a copy (not constituting notice): Company: The Singing Machine Company, Inc. Attention: ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, Building A-7 Coconut Creek, FL 33073 With a copy to (not constituting notice): Sichenzia ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ LLP Attention: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Esq. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Any notice being delivered within the continental United States shall be deemed delivered upon (a) personal service, or (b) transmission via facsimile (with the original thereof to be immediately sent via mail, postage prepaid), or (c) forty eight (48) hours after the time of deposit in the mail, as the case may be. In the event any Party changes its address, such change of address shall be communicated to the other Party in the manner set forth in this Section.

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