Purchase and Sale of Note Clause Example with 12 Variations from Business Contracts

Purchase and Sale of Note. a. Purchase of Notes. Subject to the satisfaction (or waiver) of the terms and conditions of this Agreement, the Buyer agrees to purchase, at each Closing, and Company agrees to sell and issue to the Buyer, at each Closing, a Note in the amount of the purchase price applicable to each Closing as more specifically set forth below. b. First Closing. The First Closing of the purchase and sale of the First Note shall take place on the Effective Date (the "First Closing Date"), subject to satisfactio...n (or waiver) of the terms and conditions. In respect of the First Closing Date the Buyer shall purchase the First Note in the principal amount of Sixty-Six Thousand and No/100 United States Dollars (US$66,000.00) for a purchase price of Sixty Thousand and No/100 United States Dollars (US$60,000.00). Additional Closings of the purchase and sale of the Notes shall be at such times and for such amounts as determined in accordance with Section 1(d) below, subject to satisfaction of the conditions to the Additional Closings set forth in this Agreement (the "Additional Closing Dates", collectively, with the First Closing Date, referred to as the "Closing Dates"). The Closings shall occur on the respective Closing Dates through the use of overnight mails and subject to customary escrow instructions from the Buyer and its counsel, or in such other manner as is mutually agreed to by the Company and the Buyer. c. Form of Payment. On each Closing Date, (i) the Buyer shall pay the purchase price set forth on the face thereof for a Note to be issued and sold to the Buyer at such Closing (the "Purchase Price") by wire transfer of immediately available funds to the Company, in accordance with the Company's written wiring instructions, against delivery of such Note to the Buyer in the principal amount set forth on the face thereof, and (ii) the Company shall deliver such duly executed Note on behalf of the Company, to the Buyer, against delivery of such Purchase Price. d. Additional Closings. At any time after the First Closing but prior to the maturity date of any of the Notes issued in the First Closing, the Company may request that the Buyer purchase additional Notes hereunder in Additional Closings by written notice to the Buyer, and, subject to the conditions below, the Buyer may, at Buyer's option purchase such additional Notes in such amounts and at such times as the Buyer and the Company may mutually agree, so long as no default or "Event of Default" (as such term is defined in any of the Transaction Documents) shall have occurred or be continuing under this Agreement or any other Transaction Documents, and no event shall have occurred that, with the passage of time, the giving of notice, or both, would constitute a default or an Event of Default hereunder or thereunder; and any additional purchase of Notes beyond the purchase of Notes at the First Closing shall have been approved by the Buyer, which approval may be given or withheld in the Buyer's sole and absolute discretion. View More