Common use of Closing; Termination of Offering Clause in Contracts

Closing; Termination of Offering. An initial closing of the Offering (the "Initial Closing") may occur after one or more Subscription Agreements for (and funds in respect of the purchase price of) any Units are received and accepted by the Placement Agent or the Company and such Subscription Agreements are approved by the Company. Thereafter, the Offering may continue, up to a maximum (including the Units sold in connection with the Initial Closing) of 122 Units. All such sales must be completed not later than the close of business on June 30, 2001 (or such later date not to exceed two 30 day extensions as is mutually agreed to by the Company and the Placement Agent). The date on which the Initial Closing occurs is hereinafter referred to as the "Initial Closing Date;" the date or dates on which the subsequent closing or closings occur are hereinafter referred to as the "Additional Closing Date;" and the Initial Closing Date and Additional Closing Date(s) are sometimes hereinafter referred to collectively as the "Closing Date," the last of which shall be referred to herein as the "Final Closing Date." On each Closing Date the Company shall deliver to the Placement Agent, on behalf of the Subscribers, the certificates representing the Shares and Warrants being purchased by the Subscribers on such Closing Date pursuant to Section 1 of this Agreement, against payment therefore, and a check or wire transfer in payment of the amounts set forth in Section 4 below. In the event of termination of the Offering contemplated herein, this Agreement, other GunnAllen Financial, Inc. March 1, 2001 Page 3 than Sections 9 and 10 hereof, shall be automatically terminated and neither party shall have any further obligation to the other party under this Agreement other than as expressly set forth in this Agreement.

Closing; Termination of Offering. An If at least one hundred (100) Units are subscribed for on or prior to November 17, 1999, an initial closing of the Offering offering (the "Initial Closing") may shall occur as soon as practicable after one or more Subscription Agreements for (for, and funds in respect of the purchase price of) any , such Units are received and accepted by the Placement Agent or the Company and such Subscription Agreements are approved by the Company. Thereafter, the Offering may continue, up to a maximum (including the Units sold in connection with the Initial Closing) of 122 one hundred sixty eight (168) Units. All such sales must be completed not later than the close of business on June 30December 1, 2001 1999 (or such later date not to exceed two 30 day extensions as is mutually agreed to by the Company and the Placement Agent). The date on which the Initial Closing occurs is hereinafter referred to as the "Initial Closing Date;" the date or dates on which the subsequent closing or closings occur are hereinafter referred to as the "Additional Closing Date;" and the Initial Closing Date and Additional Closing Date(s) are sometimes hereinafter referred to collectively as the "Closing Date," the last of which shall be referred to herein as the "Final Closing Date." On each Closing Date the The Company shall deliver to the Placement AgentAgent on the Closing Date, on behalf of the Subscribers, the certificates representing the Shares and Warrants included in the Units being purchased by the Subscribers on such Closing Date pursuant to Section 1 of this Agreement, Agreement against payment thereforetherefor, and a check or wire transfer in payment of after deducting the amounts set forth in Section 4 below. In the event of termination of the Offering offering contemplated herein, this Agreement, other GunnAllen Financial, Inc. March 1, 2001 Page 3 than Sections 9 10 and 10 11 hereof, shall be automatically terminated and neither party shall have any further obligation to the other party under this Agreement other than the Company's obligation to pay expenses as expressly set forth in Section 10 of this Agreement and to indemnify and provide contribution as set forth in Section 11 of this Agreement.

Closing; Termination of Offering. An The Offering will terminate on January 15, 1998, unless it is extended by mutual agreement of the Company and the Placement Manager. Any closing of the sale of Shares under the Offering is hereinafter referred to as a "Closing". The Placement Manager will use its best efforts to complete the initial closing Closing of the Offering (the "Initial Closing") may occur after one or more Subscription Agreements for (and funds in respect of prior to December 31, 1997. After the purchase price of) any Units are received and accepted by the Placement Agent or the Company and such Subscription Agreements are approved by the Company. ThereafterInitial Closing, the Offering may continue, up to a maximum (including continua until the Units sold in connection with the Initial Closing) of 122 Units. All such sales must be completed not later than the close of business on June 30, 2001 (or such later date not to exceed two 30 day extensions as is mutually agreed to by Placement Manager has received and the Company and has accepted Subscription Agreements for the Placement Agent)Maximum Offering or until January 15, 1998 or until the offering is terminated by mutual consent of the parties hereto. The date on which the Initial Closing occurs is hereinafter referred to as called the "Initial Closing Date;" ", the date or dates on which the a subsequent closing or closings occur are Closing occurs is hereinafter referred to as the called an "Additional Closing Date;" ", and the Initial Closing Date and Additional Closing Date(s) are sometimes hereinafter referred to collectively as the "Closing Date," date on which the last of which Closing occurs shall be referred to herein as the "Final Closing Date." On each Each of the Initial Closing Date the and each Additional Closing Date is sometimes hereinafter referred to generally as a "Closing Date". The Company shall deliver to the Placement Agent, on behalf each Subscriber within two trading days of the Subscribersa Closing Date, the certificates representing the Shares and Warrants being purchased by such Subscribers. If on or before January 15, 1998 the Subscribers on such Closing Date Company has not accepted any Purchase Agreements pursuant to Section 1 of this Agreementthe Offering, against payment therefore, and a check or wire transfer in payment of the amounts set forth in Section 4 belowOffering shall be terminated. In the event of such termination of the Offering contemplated hereinOffering, all terms of this Agreement, other GunnAllen Financial, Inc. March 1, 2001 Page 3 than Sections 9 and 10 hereof, Agreement shall be automatically terminated and neither party Party shall have any further obligation to the other party Party under this Agreement other than the Company's obligation to pay expenses as expressly set forth in this Agreementherein.

Closing; Termination of Offering. An The Offering will terminate on -------------------------------- August 14, 1997, unless it is extended by mutual agreement of the Company and the Placement Manager. Any closing of the sale of Shares under the Offering is hereinafter referred to as a "Closing". The initial closing Closing of the Offering (the "Initial Closing") may shall occur as soon as practicable after one or more the Placement Manager has received and accepted Subscription Agreements for (and funds in respect of the purchase price of) any Units are received and accepted by Minimum Offering. After the Placement Agent or the Company and such Subscription Agreements are approved by the Company. ThereafterInitial Closing, the Offering may continue, up to a maximum (including the Units sold in connection with the Initial Closing) of 122 Units. All such sales must be completed not later than the close of business on June 30, 2001 (or such later date not to exceed two 30 day extensions as is mutually agreed to by the Company and continue until the Placement Agent)Manager has received and accepted Subscription Agreements for the Maximum Offering or until August 14, 1997 or until the offering is terminated by mutual consent of the parties hereto. The date on which the Initial Closing occurs is hereinafter referred to as called the "Initial Closing Date;" ", the date or dates on which the a subsequent closing or closings occur are Closing occurs is hereinafter referred to as the called an "Additional Closing Date;" ", and the Initial Closing Date and Additional Closing Date(s) are sometimes hereinafter referred to collectively as the "Closing Date," date on which the last of which Closing occurs shall be referred to herein as the "Final Closing Date." On each ". Each of the Initial Closing Date the and each Additional Closing Date is sometimes hereinafter referred to generally as a "Closing Date". The Company shall deliver to the Placement AgentManager within five business days of each Closing Date, on behalf of the appropriate Subscribers, the certificates representing the Shares and Warrants being purchased by such Subscribers against payment therefor out of the Special Account. If on or before August 14, 1997, the Placement Manager has not received and accepted Subscription Agreements for the Minimum Offering, the Offering shall be terminated and all amounts contained in the Special Account will be returned to the Subscribers on such Closing Date pursuant to Section 1 of this Agreement, against payment therefore, and a check without interest thereon or wire transfer in payment of the amounts set forth in Section 4 belowdeduction therefrom. In the event of such termination of the Offering contemplated hereinOffering, all terms of this Agreement, other GunnAllen Financial, Inc. March 1, 2001 Page 3 than Sections 9 and 10 hereof, Agreement shall be automatically terminated and neither party Party shall have any further obligation to the other party Party under this Agreement other than the Company's obligation to pay expenses as expressly set forth in this Agreementherein.