Purchase of the Shares Contract Clauses (301)

Purchase of the Shares. 1.1 Agreement to Sell and Purchase. At the Closing (as hereinafter defined), the Company will issue and sell to each of the Purchasers, and each Purchaser will, severally and not jointly, purchase from the Company, the number of Shares set forth opposite such Purchaser's name on Exhibit A for an aggregate purchase price set forth opposite such Purchaser's name on Exhibit A (the "Purchase Price"). 1.2 Placement Agent Fee. The Purchasers acknowledge that the Company intends to pay to Craig-Hallum ...Capital Group LLC, in its capacity as the placement agent for the Offering (the "Placement Agent"), a fee in respect of the sale of Shares to certain Purchasers. The Company shall indemnify and hold harmless the Purchasers from and against all fees, commissions, or other payments owing by the Company to the Placement Agent or any other persons from or acting on behalf of the Company hereunder. 1.3 Closing; Closing Date. The completion of the sale and purchase of the Shares (the "Closing") shall be held at 9:00 a.m. (Central Time) as soon as practicable following the satisfaction of the conditions set forth in Section 4 (the "Closing Date"), at the offices of Winston & Strawn LLP, 35 W. Wacker Drive, Chicago, IL 60601, or at such other time and place as the Company and Purchasers may agree. 1.4 Delivery of the Shares. At the Closing, subject to the terms and conditions hereof, (i) the Company will deliver to each Purchaser a stock certificate or certificates, in such denominations and registered in such names as such Purchaser may designate by notice to the Page 1 Company, representing the Shares, dated as of the Closing Date, and (ii) each Purchaser, severally and not jointly, will cause a wire transfer in same day funds to be sent to the account of the Company as instructed in writing by the Company, in an amount representing the Purchase Price for the Shares to be purchased by such Purchaser as set forth in Exhibit A, unless other means of payment shall have been agreed upon by the Purchasers and the Company. View More

Purchase of the Shares. 1.1 Agreement to Sell and Purchase. At the Closing (as hereinafter defined), the Company shall issue and sell to the Purchaser, and Purchaser shall purchase from the Company 2,500,000 shares of Common Stock for an aggregate purchase price of $1,000,000 (the "Purchase Price"). The purchase price for each Share purchased hereunder is $0.40. 1.2 Closing; Closing Date. The parties shall complete the sale and purchase of the Shares (the "Closing") at 9:00 a.m. (Chicago time) on the date hereof (the "...Closing Date"), remotely by.pdf or other electronic transmission of documents or at such other time and place as the Company and Purchaser may agree. 1.3 Delivery of the Shares. At the Closing, subject to the terms and conditions hereof, the Company will deliver to the Purchaser a stock certificate or certificates in such denominations and registered in such names as the Purchaser may designate by notice to the Company, representing the Shares, dated as of the Closing Date (each a "Certificate"), against payment of the purchase price therefor by cash in the form of wire transfer, unless other means of payment is agreed upon by the Purchaser and the Company. View More