Closing of Purchase of Securities Sample Clauses

Closing of Purchase of Securities. The consummation and settlement of the purchase and sale of the Forward Purchase Shares hereunder (the “Closing”) shall be held at the same date and immediately prior to the Business Combination Closing (the date of the Closing being referred to as the “Closing Date”). At the Closing, the Company will issue to the Purchaser the Forward Purchase Shares, each registered in the name of the Purchaser, against delivery of the Purchase Price in cash via wire transfer to an account specified in writing by the Company no later than five business days prior to the Closing.
Sample 1Sample 2See All (6)
AutoNDA by SimpleDocs
Closing of Purchase of Securities. The consummation and settlement of the forward purchase contract for the purchase and sale of the Securities hereunder (the “Closing”) shall be held at the same date and immediately prior to the closing of the Business Combination (the date of the Closing being referred to as the “Closing Date”). No later than two business days prior to the Closing, the Subscriber shall deliver the Aggregate Purchase Price for the Units purchased hereunder in cash via wire transfer to an account specified in writing by the Company. Upon the Closing, the Company will issue to the Subscriber the Units being purchased hereunder, each registered in the name of the Subscriber, against delivery of the Aggregate Purchase Price.
Sample 1Sample 2See All (4)
Closing of Purchase of Securities. The consummation and settlement of the forward purchase contract for the purchase and sale of the Securities hereunder (the “Closing”) shall be held at the same date and immediately prior to the closing of the Business Combination (the date of the Closing being referred to as the “Closing Date”). No later than the execution of the definitive agreement for the proposed Business Combination, the Company and the Subscriber will use their reasonable efforts to agree as to the type and amount of Securities the Subscriber will purchase hereunder (subject to a maximum of $150,000,000 of Securities). In the absence of an agreement within such time period, the Subscriber shall not be obligated to purchase any Securities. At the Closing, the Company will issue to the Subscriber the Securities being purchased hereunder, registered in the name of the Subscriber, against delivery of the Purchase Price in cash via wire transfer to an account specified in writing by the Company no later than two business days prior to the Closing.
Sample 1Sample 2
Closing of Purchase of Securities. The consummation and settlement of the forward purchase contract for the purchase and sale of the Securities hereunder (the “Closing”) shall be held at the same date and immediately prior to the closing of the Business Combination contemplated by the Business Combination Agreement (the date of the Closing being referred to as the “Closing Date”). No later than two business days prior to the Closing Date, each Subscriber shall deliver the purchase price for the Units purchased by such Subscriber hereunder in cash via wire transfer to an account specified in writing by the Company to such Subscriber at least five business days prior to the Closing Date. Upon the Closing, the Company will issue to each Subscriber the Units being purchased hereunder by such Subscriber, each registered in the name of such Subscriber, against delivery of the purchase price by such Subscriber.
Sample 1
Closing of Purchase of Securities. The consummation and settlement of the purchase and sale of the Forward Purchase Units hereunder (the “Closing”) shall be held at the same date and immediately prior to the Business Combination Closing (the date of the Closing being referred to as the “Closing Date”). At the Closing, if the Company elects to offer the Purchaser the opportunity to purchase the Forward Purchase Units and the Purchaser accepts such offer, the Company will issue to the Purchaser the Forward Purchase Units, each registered in the name of the Purchaser, against delivery of the purchase price for the Forward Purchase Units in cash via wire transfer to an account specified in writing by the Company no later than five Business Days prior to the Closing. For purposes of this Agreement, “Business Day” means any day, other than a Saturday or a Sunday, that is neither a legal holiday nor a day on which banking institutions are generally authorized or required by law or regulation to close in the City of New York, New York.
Sample 1
Closing of Purchase of Securities. The consummation and settlement of this Agreement for the purchase and sale of the Securities hereunder (the “Closing”) shall be held at the same date and immediately after the closing of the Business Combination (the date of the Closing being referred to as the “Closing Date”). Subject to the Subscriber having paid the Purchase Price in full to the Company in accordance with Section 3.1, at the Closing, the Company shall issue to the Subscriber the Securities being purchased hereunder, each registered in the name of the Subscriber.
Sample 1
Closing of Purchase of Securities. The consummation and settlement of the forward purchase contract for the purchase and sale of the Securities hereunder (the “Closing”) shall be held at the same date and immediately prior to the closing of the Business Combination (the “Business Combination Closing”) (the date of the Closing being referred to as the “Closing Date”). No later than two (2) Business Days prior to the Closing, the Company and the Subscriber will use their reasonable efforts to agree as to the exact number of Units the Subscriber will purchase hereunder (subject to a maximum of 4,000,0000 Units). In the absence of an agreement within such time period, the Subscriber shall not purchase any Units hereunder. At the Closing, the Company will issue to the Subscriber the Units being purchased hereunder, each registered in the name of the Subscriber, against delivery of the Aggregate Purchase Price in cash via wire transfer to an account specified in writing by the Company no later than two (2) Business Days prior to the Closing. As used herein, “Business Day” means any day, other than a Saturday or a Sunday, that is neither a legal holiday nor a day on which banking institutions are generally authorized or required by law or regulation to close in the City of New York, New York.
Sample 1
AutoNDA by SimpleDocs
Closing of Purchase of Securities. The consummation and settlement of the purchase and sale of the Forward Purchase Units hereunder (the “Closing”) shall be held at the same date and immediately prior to the Business Combination Closing (the date of the Closing being referred to as the “Closing Date”). At the Closing, the Company will issue to the Purchaser the Forward Purchase Units, each registered in the name of the Purchaser (or any Permitted Fund Assignees). Immediately thereafter, the Purchaser shall deliver the Purchase Price in cash via wire transfer to an account specified in writing by the Company no later than five (5) business days prior to the Closing. The parties agree that the Purchaser shall not be required to deliver the Purchase Price until after the Forward Purchase Units have been issued by the Company to the Purchaser in accordance with the terms of this Agreement.
Sample 1

Related to Closing of Purchase of Securities

  • Sale and Purchase of Securities Subject to the terms and conditions hereof, the Company agrees to sell, and Purchaser irrevocably subscribes for and agrees to purchase, the number of Units set forth on the signature page of this Agreement at a purchase price of $1.80

  • Purchase of Securities Promptly upon each purchase of Securities for the Fund, Written Instructions shall be delivered to the Custodian, specifying (i) the name of the issuer or writer of such Securities, and the title or other description thereof, (ii) the number of shares, principal amount (and accrued interest, if any) or other units purchased, (iii) the date of purchase and settlement, (iv) the purchase price per unit, (v) the total amount payable upon such purchase, and (vi) the name of the person to whom such amount is payable. The Custodian shall upon receipt of such Securities purchased by the Fund pay out of the moneys held for the account of the Fund the total amount specified in such Written Instructions to the person named therein. The Custodian shall not be under any obligation to pay out moneys to cover the cost of a purchase of Securities for the Fund, if in the Fund Custody Account there is insufficient cash available to the Fund for which such purchase was made.

  • Repurchase of Securities AT THE OPTION OF THE HOLDER UPON A CHANGE IN CONTROL

  • Closing of Purchase (a) Upon any purchase by the Company of the Shares pursuant to the Agreement, the Company shall give to Holder and you a written notice specifying the number of Shares to be purchased, the purchase price for the Shares, as determined pursuant to the Agreement, and the time for a closing hereunder (the “Closing”) at the principal office of the Company. Holder and the Company hereby irrevocably authorize and direct you to close the transaction contemplated by such notice in accordance with the terms of said notice.

  • Acknowledgment Regarding Investor’s Purchase of Securities The Company acknowledges and agrees that Investor is acting solely in the capacity of arm’s length purchaser with respect to this Agreement and the transactions contemplated hereby. The Company further acknowledges that Investor is not acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to this Agreement and the transactions contemplated hereby and any statement made by Investor or any of its representatives or agents in connection with this Agreement and the transactions contemplated hereby is not advice or a recommendation and is merely incidental to Investor’s purchase of the Securities. The Company further represents to Investor that the Company’s decision to enter into this Agreement has been based solely on the independent evaluation of the Company and its representatives.

  • Acknowledgment Regarding Purchasers’ Purchase of Securities The Company acknowledges and agrees that each of the Purchasers is acting solely in the capacity of an arm’s length purchaser with respect to the Transaction Documents and the transactions contemplated thereby. The Company further acknowledges that no Purchaser is acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to the Transaction Documents and the transactions contemplated thereby and any advice given by any Purchaser or any of their respective representatives or agents in connection with the Transaction Documents and the transactions contemplated thereby is merely incidental to the Purchasers’ purchase of the Securities. The Company further represents to each Purchaser that the Company’s decision to enter into this Agreement and the other Transaction Documents has been based solely on the independent evaluation of the transactions contemplated hereby by the Company and its representatives.

  • Purchase and Sale of Securities The Adviser shall purchase securities from or through and sell securities to or through such persons, brokers or dealers as the Adviser shall deem appropriate in order to carry out the policies with respect to portfolio transactions as set forth in the Trust's Registration Statement and its current Prospectus or Statement of Additional Information, as amended from time to time, or as the Trustees may direct from time to time. Nothing herein shall prohibit the Trustees from approving the payment by the Trust of additional compensation to others for consulting services, supplemental research and security and economic analysis.

  • Release of Securities (a) The Custodian shall release and deliver, or direct its agents or sub-custodian to release and deliver, as the case may be, Securities or Required Documents of the Company held by the Custodian, its agents or its sub-custodian from time to time upon receipt of Proper Instructions (which shall, among other things, specify the Securities or Required Documents to be released, with such delivery and other information as may be necessary to enable the Custodian to perform), which may be standing instructions (in form acceptable to the Custodian), in the following cases:

  • Acknowledgment Regarding Buyer’s Purchase of Securities The Company acknowledges and agrees that the Buyer is acting solely in the capacity of arm’s length purchaser with respect to this Agreement and the transactions contemplated hereby. The Company further acknowledges that the Buyer is not acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to this Agreement and the transactions contemplated hereby and any statement made by the Buyer or any of its respective representatives or agents in connection with this Agreement and the transactions contemplated hereby is not advice or a recommendation and is merely incidental to the Buyer’s purchase of the Securities. The Company further represents to the Buyer that the Company’s decision to enter into this Agreement has been based solely on the independent evaluation of the Company and its representatives.

  • Title of Securities There shall be a series of Securities designated the “6.150% Senior Notes due 2036” of the Company (the “Senior Notes”).

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!