Common use of Additional Deliveries Clause in Contracts

Additional Deliveries. At or prior to the Closing, upon the terms and subject to the conditions of this Agreement, Purchaser shall execute where appropriate and deliver to the Company: (i) a certified or bank cashier's check in the amount of the aggregate Purchase Price for the Cash Shares; (ii) to the extent any of the Shares subscribed for pursuant to this Agreement are Four Year Loan Shares: (A) a duly executed Loan Agreement; (B) a duly executed Four Year Note in an original principal amount equal to the aggregate Purchase Price for all such Four Year Loan Shares to be funded by the proceeds of the Four Year Note and subscribed for by Purchaser pursuant to this Agreement; (C) two executed counterparts of that certain pledge agreement (the "Pledge Agreement") between the Purchaser and the Company effecting a pledge of all of the shares of Common Stock of the Company owned or thereafter acquired by the Purchaser, substantially in the form attached to the Memorandum as Exhibit E; and (D) a Stock Power (the "Stock Power") duly executed in blank; (iii) two executed counterparts of the Stock Option Agreement (the "Option Agreement") between the Purchaser and the Company pursuant to the Hanover Compressor Company 1995 Employee Stock Option Plan; (iv) a fully completed and executed IRS Form W-9; and (v) two executed counterparts of this Agreement (including a fully completed Schedule A, notary page and Spousal Consent (if applicable)).

Appears in 1 contract

Samples: Subscription Agreement (Hanover Compression Inc)

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Additional Deliveries. At or prior to the Closing, upon the terms and subject to the conditions of this Agreement, Purchaser shall execute where appropriate and deliver to the Company: (i) a certified or bank cashier's check in the amount of the aggregate Purchase Price for the Cash Shares; (ii) to the extent any of the Shares subscribed for pursuant to this Agreement are Four Year Loan Shares: (A) a duly two executed counterparts of the Loan Agreement; (B) a duly executed Four Year Note in an original principal amount equal to the aggregate Purchase Price for all such Four Year Loan Shares to be funded by the proceeds of the Four Year Note and subscribed for by Purchaser pursuant to this Agreement; (C) two executed counterparts of that certain pledge agreement (the "Pledge Agreement") between the Purchaser and the Company effecting a pledge of all of the shares of Common Stock of the Company owned or thereafter acquired by the Purchaser, substantially in the form attached to the Memorandum as Exhibit E; and (D) a Stock Power stock power with respect to the Shares (the "Stock Power") duly executed in blank; (iii) two executed counterparts of the Stock Option Agreement that certain stock option agreement (the "Option Agreement") between the Purchaser and the Company pursuant Company, substantially in the form attached to the Hanover Compressor Company 1995 Employee Stock Option PlanMemorandum as Exhibit F; (iv) a fully completed and executed IRS Form W-9; and; (v) two executed counterparts of this Agreement (including a fully completed Schedule A, notary page and Spousal Consent (if applicable)).; and (vi) two executed counterparts of the letter agreement relating to the Stockholders I Agreement, attached to the Memorandum as Exhibit H.

Appears in 1 contract

Samples: Subscription Agreement (Hanover Compression Inc)

Additional Deliveries. At or prior to Delivery of the Closingfollowing executed documents and instruments (collectively with the agreement identified in Section 1.5(c)(v), upon the terms and subject to the conditions of this Agreement, Purchaser shall execute where appropriate and deliver to the Company:"STRATEGIC ALLIANCE Documents"): (i) a certified or bank cashier's check in the amount of the aggregate Purchase Price for the Cash Sharesthis Agreement duly executed by Elite; (ii) to the extent any of the Shares subscribed for pursuant to this Agreement are Four Year Loan Shares: (A) a duly executed Loan Agreement; (B) a duly executed Four Year Note in an original principal amount equal to the aggregate Purchase Price for all such Four Year Loan Shares to be funded by the proceeds of the Four Year Note and subscribed for by Purchaser pursuant to this Agreement; (C) two executed counterparts of that certain pledge agreement Advisory Agreement between VS and Elite, in substantially the form attached hereto as EXHIBIT C (the "Pledge AgreementADVISORY AGREEMENT") between the Purchaser and the Company effecting a pledge of all of the shares of Common Stock of the Company owned or thereafter acquired by the Purchaser), substantially in the form attached to the Memorandum as Exhibit E; and (D) a Stock Power (the "Stock Power") duly executed in blankby Elite; (iii) two executed counterparts of the that certain Non-Qualified Stock Option Agreement between VS and Elite, in substantially the form attached hereto as EXHIBIT D (the "Option AgreementSTOCK OPTION AGREEMENT") between the Purchaser and the Company pursuant to the Hanover Compressor Company 1995 Employee Stock Option Plan), duly executed by Elite; (iv) that certain Employment Agreement between VS and Novel, in substantially the form attached hereto as EXHIBIT E (the "EMPLOYMENT AGREEMENT"), duly executed by Novel; (v) that certain Subscription Agreement between VGS and Novel for the purchase by VGS of the VGS Novel Shares, in substantially the form attached hereto as EXHIBIT F-1, (the "SUBSCRIPTION AGREEMENT") duly executed by Novel; (vi) a fully completed stock certificate of Novel evidencing VGS's ownership of the VGS Novel Shares, duly executed on behalf of Novel; (vii) that certain Stockholders' Agreement, dated as of the date hereof, between Elite, VS, VGS and Novel, in substantially the form attached hereto as EXHIBIT G (the "STOCKHOLDERS' AGREEMENT"), duly executed IRS Form W-9by both Elite and Novel; and (vviii) two the certain Registration Rights Agreement between Elite, VS and VGS, in substantially the form attached hereto as EXHIBIT H (the "REGISTRATION RIGHTS AGREEMENT"), duly executed counterparts of this Agreement (including a fully completed Schedule A, notary page and Spousal Consent (if applicable))by Elite.

Appears in 1 contract

Samples: Strategic Alliance Agreement (Elite Pharmaceuticals Inc /De/)

Additional Deliveries. At or prior to the Closing, upon the terms and subject to the conditions of this Agreement, Purchaser shall execute where appropriate and deliver to the Company: (i) a certified or bank cashier's check in the amount of the aggregate Purchase Price for the Cash Shares; (ii) to the extent any of the Shares subscribed for pursuant to this Agreement are Four Year Loan Shares: (A) a duly executed Loan Agreement; (B) a duly executed Four Year Note in an original principal amount equal to the aggregate Purchase Price for all such Four Year Loan Shares to be funded by the proceeds of the Four Year Note and subscribed for by Purchaser pursuant to this Agreement; (C) two executed counterparts of that certain pledge agreement (the "Pledge Agreement") between the Purchaser and the Company effecting a pledge of all of the shares of Common Stock of the Company owned or thereafter acquired by the Purchaser, substantially in the form attached to the Memorandum as Exhibit E; and (D) a Stock Power (the "Stock Power") duly executed in blank; (iii) two executed counterparts of the Stock Option Agreement (the "Option Agreement") between the Purchaser and the Company pursuant to the Hanover Compressor Company 1995 Employee Management Stock Option Plan; (iv) a fully completed and executed IRS Form W-9W9; and (v) two executed counterparts of this Agreement (including a fully completed Schedule A, notary page and Spousal Consent (if applicable)).

Appears in 1 contract

Samples: Subscription Agreement (Hanover Compression Inc)

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Additional Deliveries. At or prior to the Closing, upon the terms and subject to the conditions of this Agreement, Purchaser shall execute where appropriate and deliver to the Company: (i) a certified or bank cashier's check in the amount of the aggregate Purchase Price for the Cash Shares; (ii) to the extent any of the Shares subscribed for pursuant to this Agreement are Four Year Loan Shares: (A) a duly executed Loan Agreement; (B) a duly executed Four Year Note in an original principal amount equal to the aggregate Purchase Price for all such Four Year Loan Shares to be funded by the proceeds of the Four Year Note and subscribed for by Purchaser pursuant to this Agreement; (C) two executed counterparts of that certain pledge agreement (the "Pledge Agreement") between the Purchaser and the Company effecting a pledge of all of the shares of Common Stock of the Company owned or thereafter acquired by the Purchaser, substantially in the form attached to the Memorandum as Exhibit E; and (D) a Stock Power stock power with respect to the Shares (the "Stock Power") duly executed in blank; (iii) two executed counterparts of the Stock Option Agreement that certain stock option agreement (the "Option Agreement") between the Purchaser and the Company pursuant Company, substantially in the form attached to the Memorandum as Exhibit G, which Stock Option Agreement shall be governed in accordance with the terms of the Hanover Compressor Company 1995 1996 Employee Stock Option Planoption Plan (substantially in the form attached to the Memorandum as Exhibit G) as such plan may be amended from time to time; (iv) a fully completed and executed IRS Form W-9; and; (v) two executed counterparts of this Agreement (including a fully completed Schedule A, notary page and Spousal Consent (if applicable)).; and (vi) two fully executed counterparts of the letter agreement attached to the Memorandum as Exhibit H.

Appears in 1 contract

Samples: Subscription Agreement (Hanover Compression Inc)

Additional Deliveries. At or prior to the Closing, upon the terms and subject to the conditions of this Agreement, Purchaser shall execute where appropriate and deliver to the Company: (i) a certified or bank cashier's check in the amount of the aggregate Purchase Price for the Cash Shares; (ii) to the extent any of the Shares subscribed for pursuant to this Agreement are Four Year Loan Shares: (A) a duly executed 90-day Note in an original principal amount equal to the total Purchase Price for all such 90-day Loan Shares to be funded by the proceeds of the 90-day Note and subscribed for by Purchaser pursuant to this Agreement; (B) a duly executed Four Four-Year Note in an original principal amount equal to the aggregate total Purchase Price for all such Four Year Loan Shares to be funded by the proceeds of the Four Four-Year Note and subscribed for by Purchaser pursuant to this Agreement; (C) two executed counterparts of that certain pledge agreement (the "Pledge Agreement") between the Purchaser and the Company effecting a pledge of all of the shares of Common Stock of the Company owned or thereafter acquired by the Purchaser, substantially in the form Form attached to the Memorandum as Exhibit EF; and (D) a Stock Power (the "Stock Power") duly executed in blank; (iii) two executed counterparts of the Stock Option Agreement (the "Option Agreement") between the Purchaser and the Company pursuant to the Hanover Compressor Company 1995 Employee 1993 Management Stock Option Plan; (iv) a fully completed and executed IRS Form W-9; and (v) two executed counterparts of this Agreement (including a fully completed Schedule A, notary page and Spousal Consent (if applicable)).

Appears in 1 contract

Samples: Subscription Agreement (Hanover Compression Inc)

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