Purchase and Sale Clause Example from Business Contracts

Purchase and Sale. (a) Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Company agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Company, at the purchase price set forth in Schedule I hereto, the number of Underwritten Securities set forth opposite such Underwriter's name in Schedule II hereto. (b) Subject to the terms and conditions and in reliance upon the representations and warrantie...s herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to the number of Option Securities set forth in Schedule II hereto at the same purchase price per share as the Underwriters will pay for the Underwritten Securities, less an amount per share equal to any dividends or distributions declared by the Company and payable on each share of the Underwritten Securities but not payable on the Option Securities. Said option may be exercised in whole or in part at any time on or before the 30th day after the date of the Final Prospectus upon written or telegraphic notice by the Representatives to the Company setting forth the number of Option Securities as to which the several Underwriters are exercising the option and the settlement date. Schedule II sets forth the number of Option Securities to be purchased by each Underwriter in the event that the Underwriters exercise such option in full. To the extent such option is exercised in part, the number of Option Securities to be purchased by each Underwriter shall be ratable among the Underwriters (in the respective proportions which the number of Option Securities set forth opposite their names in Schedule II hereto bears to the aggregate number of Option Securities set forth on Schedule II). View More