Kings New York Sample Securities Purchase Agreement between IGEN International, Inc. and Purchasers

• Category: Corporations - Public
• State: Multi-State
• County: Kings
• Control #: US-EG-9342
• Format: Word; Rich Text

Description

Securities Purchase Agreement between IGEN International, Inc. and various purchasers regarding the issuance and sale of 5% Subordinated Convertible Debentures and warrant to purchase shares of company's common stock dated January 11, 2000. 30 pages. Title: Kings New York Sample Securities Purchase Agreement: A Comprehensive Overview Introduction: The Kings New York Sample Securities Purchase Agreement serves as a legally binding document between GEN International, Inc. and the Purchasers. It outlines the terms and conditions associated with the purchase and sale of securities, ensuring clarity and protection of the rights of all parties involved. Several types of Kings New York Sample Securities Purchase Agreements can be distinguished: 1. Common Stock Purchase Agreement: The Kings New York Common Stock Purchase Agreement within the GEN International, Inc. context provides a framework for the acquisition of ordinary shares. It lays out the specifics of the transaction, such as the number of shares, purchase price, representations and warranties, closing conditions, etc. The agreement aims to safeguard the interests of both GEN International, Inc. and the Purchasers while facilitating a smooth transfer of ownership. 2. Preferred Stock Purchase Agreement: In cases where GEN International, Inc. offers preferred stock, the Kings New York Preferred Stock Purchase Agreement serves as the governing document. This type of agreement sets forth the terms and conditions surrounding the purchase of preferred shares, including dividend rights, liquidation preferences, conversion provisions, and voting rights. Such agreements play a vital role in ensuring transparency and aligning expectations for both GEN International, Inc. and the Purchasers. 3. Convertible Note Purchase Agreement: When GEN International, Inc. seeks to raise capital through convertible notes, the Kings New York Convertible Note Purchase Agreement becomes instrumental. This agreement outlines the terms under which the notes may be converted into equity in the future, encompassing factors such as conversion ratio, maturity date, interest rates, and exit scenarios. It provides a structured approach to investment, outlining the rights and responsibilities of GEN International, Inc. and the Purchasers within this context. Key Components of Kings New York Sample Securities Purchase Agreement: 1. Parties: Identifies GEN International, Inc. and the Purchasers involved in the transaction, including relevant contact and registration details. 2. Purchase and Sale of Securities: Defines the quantity, type, and price of securities being offered, outlining any special conditions or restrictions related to the purchase. 3. Representations and Warranties: Details the statements made by both parties regarding their respective businesses, providing assurances on accuracy, legality, and compliance matters. 4. Closing Conditions: Specifies the requirements that must be met before the closing of the transaction, including any regulatory approvals, consents, or necessary documentation. 5. Rights and Obligations: Outlines the rights and obligations of GEN International, Inc. and the Purchasers, covering matters such as voting rights, access to information, confidentiality, and non-competition agreements. 6. Indemnification and Liability: Establishes the responsibilities of each party in case of breach of the agreement or misrepresented information, clarifying the scope of indemnification and potential remedies. Conclusion: The Kings New York Sample Securities Purchase Agreement between GEN International, Inc. and Purchasers provides a comprehensive framework for the purchase and sale of securities, reflecting the specific needs and objectives of the transaction. By specifying the type of securities involved, such as common stock, preferred stock, or convertible notes, this agreement ensures clarity and legal protection for both GEN International, Inc. and the Purchasers.

Title: Kings New York Sample Securities Purchase Agreement: A Comprehensive Overview Introduction: The Kings New York Sample Securities Purchase Agreement serves as a legally binding document between GEN International, Inc. and the Purchasers. It outlines the terms and conditions associated with the purchase and sale of securities, ensuring clarity and protection of the rights of all parties involved. Several types of Kings New York Sample Securities Purchase Agreements can be distinguished: 1. Common Stock Purchase Agreement: The Kings New York Common Stock Purchase Agreement within the GEN International, Inc. context provides a framework for the acquisition of ordinary shares. It lays out the specifics of the transaction, such as the number of shares, purchase price, representations and warranties, closing conditions, etc. The agreement aims to safeguard the interests of both GEN International, Inc. and the Purchasers while facilitating a smooth transfer of ownership. 2. Preferred Stock Purchase Agreement: In cases where GEN International, Inc. offers preferred stock, the Kings New York Preferred Stock Purchase Agreement serves as the governing document. This type of agreement sets forth the terms and conditions surrounding the purchase of preferred shares, including dividend rights, liquidation preferences, conversion provisions, and voting rights. Such agreements play a vital role in ensuring transparency and aligning expectations for both GEN International, Inc. and the Purchasers. 3. Convertible Note Purchase Agreement: When GEN International, Inc. seeks to raise capital through convertible notes, the Kings New York Convertible Note Purchase Agreement becomes instrumental. This agreement outlines the terms under which the notes may be converted into equity in the future, encompassing factors such as conversion ratio, maturity date, interest rates, and exit scenarios. It provides a structured approach to investment, outlining the rights and responsibilities of GEN International, Inc. and the Purchasers within this context. Key Components of Kings New York Sample Securities Purchase Agreement: 1. Parties: Identifies GEN International, Inc. and the Purchasers involved in the transaction, including relevant contact and registration details. 2. Purchase and Sale of Securities: Defines the quantity, type, and price of securities being offered, outlining any special conditions or restrictions related to the purchase. 3. Representations and Warranties: Details the statements made by both parties regarding their respective businesses, providing assurances on accuracy, legality, and compliance matters. 4. Closing Conditions: Specifies the requirements that must be met before the closing of the transaction, including any regulatory approvals, consents, or necessary documentation. 5. Rights and Obligations: Outlines the rights and obligations of GEN International, Inc. and the Purchasers, covering matters such as voting rights, access to information, confidentiality, and non-competition agreements. 6. Indemnification and Liability: Establishes the responsibilities of each party in case of breach of the agreement or misrepresented information, clarifying the scope of indemnification and potential remedies. Conclusion: The Kings New York Sample Securities Purchase Agreement between GEN International, Inc. and Purchasers provides a comprehensive framework for the purchase and sale of securities, reflecting the specific needs and objectives of the transaction. By specifying the type of securities involved, such as common stock, preferred stock, or convertible notes, this agreement ensures clarity and legal protection for both GEN International, Inc. and the Purchasers.