Common use of Closings Clause in Contracts

Closings. On each Advance Date (i) the Company shall deliver to the Investor shares of the Company's Common Stock, representing the amount of the Advance specified in such Advance Notice pursuant to Section 2.1 herein, registered in the name of the Investor and (ii) upon receipt of such shares, the Investor shall deliver to the Company the amount of the Advance specified in the Advance Notice by wire transfer of immediately available funds. In addition, on or prior to the Advance Date, each of the Company and the Investor shall deliver to the other all documents, instruments and writings required to be delivered by either of them pursuant to this Agreement in order to implement and effect the transactions contemplated herein. The extent the Company has not paid the fees, expenses, and disbursements of the Investor or the Company's counsel in accordance with Section 12.4, the amount of such fees, expenses, and disbursements may be deducted by the Investor (and shall be paid to the relevant party) directly out of the proceeds of the Advance with no reduction in the amount of shares of the Company's Common Stock to be delivered on such Advance Date.

Appears in 8 contracts

Samples: Equity Distribution Agreement (Jeantex Group, Inc.), Equity Distribution Agreement (Enclaves Group Inc), Equity Distribution Agreement (Oxford Ventures Inc)

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Closings. (a) On each the day of the Advance Date (i) Notice, the Company shall deliver to the Investor such number of shares of the Company's Common Stock, representing the amount of the Advance specified in such Advance Notice pursuant to Section 2.1 herein, Stock registered in the name of the Investor and (ii) upon as shall equal the number of shares specified in the Advance Notice. On the later of the Advance Date or one Trading Day following receipt of such sharesthe shares of Common Stock corresponding to the Advance Notice, the Investor shall deliver to the Company the amount of the Advance specified in the Advance Notice by wire transfer of immediately available funds. In addition, on On or prior to the Advance Date, each of the Company and the Investor shall deliver to the other all documents, instruments and writings required to be delivered by either of them pursuant to this Agreement Section 2.3(b) below in order to implement and effect the transactions contemplated herein. The To the extent the Company has not paid the fees, expenses, and disbursements of the Investor or the Company's counsel in accordance with Section 12.4, the amount of such fees, expenses, and disbursements may be deducted by the Investor (and shall be paid to the relevant party) directly out of the proceeds of the Advance with no reduction in the amount of shares of the Company's ’s Common Stock to be delivered on such Advance Date.

Appears in 4 contracts

Samples: Reserve Equity Financing Agreement (Biofield Corp \De\), Reserve Equity Financing Agreement (Bonfire Productions, Inc.), Reserve Equity Financing Agreement (Neah Power Systems, Inc.)

Closings. On each Advance Date (i) the Company shall deliver to the Investor shares of the Company's Common Stock, representing the amount of the Advance specified in such Advance Notice pursuant to Section 2.1 herein, registered in the name of the Investor and (ii) upon receipt of such sharessimultaneously, the Investor shall deliver to the Company the amount of the Advance specified in the Advance Notice by wire transfer of immediately available funds. In addition, on or prior to the Advance Date, each of the Company and the Investor shall deliver to the other all documents, instruments and writings required to be delivered by either of them pursuant to this Agreement in order to implement and effect the transactions contemplated herein. The extent the Company has not paid the fees, expenses, and disbursements of the Investor or the Company's counsel in accordance with Section 12.4, the amount of such fees, expenses, and disbursements may be deducted by the Investor (and shall be paid to the relevant party) directly out of the proceeds of the Advance with no reduction in the amount of shares of the Company's Common Stock to be delivered on such Advance Date.

Appears in 4 contracts

Samples: Equity Distribution Agreement (iVoice Technology, Inc.), Equity Distribution Agreement (SpeechSwitch, Inc.), Equity Distribution Agreement (SpeechSwitch, Inc.)

Closings. On each Advance Date (i) the Company shall deliver to the Investor shares of the Company's ’s Common Stock, representing the amount of the Advance specified in such Advance Notice pursuant to Section 2.1 herein, registered in the name of the Investor and (ii) upon receipt of such shares, the Investor shall deliver to the Company the amount of the Advance specified in the Advance Notice by wire transfer of immediately available funds. In addition, on or prior to the Advance Date, each of the Company and the Investor shall deliver to the other all documents, instruments and writings required to be delivered by either of them pursuant to this Agreement in order to implement and effect the transactions contemplated herein. The extent the Company has not paid the fees, expenses, and disbursements of the Investor or the Company's ’s counsel in accordance with Section 12.4, the amount of such fees, expenses, and disbursements may be deducted by the Investor (and shall be paid to the relevant party) directly out of the proceeds of the Advance with no reduction in the amount of shares of the Company's ’s Common Stock to be delivered on such Advance Date. Section 2.3.

Appears in 3 contracts

Samples: Equity Distribution Agreement (Unicorp Inc /New), Equity Distribution Agreement (Unicorp Inc /New), Equity Distribution Agreement (Unicorp Inc /New)

Closings. On each Advance Date (i) the Company shall deliver to the Investor shares of the Company's ’s Common Stock, representing the amount of the Advance specified in such Advance Notice pursuant to Section 2.1 herein, registered in the name of the Investor and (ii) upon receipt of such shares, the Investor shall deliver to the Company the amount of the Advance specified in the Advance Notice by wire transfer of immediately available funds. In addition, on or prior to the Advance Date, each of the Company and the Investor shall deliver to the other all documents, instruments and writings required to be delivered by either of them pursuant to this Agreement in order to implement and effect the transactions contemplated herein. The extent the Company has not paid the fees, expenses, and disbursements of the Investor or the Company's ’s counsel in accordance with Section 12.4, the amount of such fees, expenses, and disbursements may be deducted by the Investor (and shall be paid to the relevant party) directly out of the proceeds of the Advance with no reduction in the amount of shares of the Company's ’s Common Stock to be delivered on such Advance Date.

Appears in 2 contracts

Samples: Equity Distribution Agreement (Faceprint Global Solutions Inc), Equity Distribution Agreement (Faceprint Global Solutions Inc)

Closings. On each Advance Date (i) the Company shall deliver to the Investor shares of the Company's Common Stock, representing the amount of the Advance specified in such Advance Notice pursuant to Section 2.1 herein, registered in the name of the Investor and (ii) upon receipt of such shares, the Investor shall deliver to the Company the amount of the Advance specified in the Advance Notice by wire transfer of immediately available funds. In addition, on or prior to the Advance Date, each of the Company and the Investor shall deliver to the other through all documents, instruments and writings required to be delivered by either of them pursuant to this Agreement in order to implement and effect the transactions contemplated herein. The To the extent the Company has not paid the fees, expenses, and disbursements of the Investor Investor, or the Company's counsel in accordance with Section 12.4, the amount of such fees, expenses, and disbursements may be deducted by the Investor (and shall be paid to the relevant party) directly out of from the proceeds amount of the Advance with no reduction in the amount of shares of the Company's Common Stock to be delivered on such Advance Date.

Appears in 2 contracts

Samples: Equity Distribution Agreement (Sensor System Solutions Inc), Equity Distribution Agreement (Sensor System Solutions Inc)

Closings. (a) On each the Advance Date (i) Date, the Company shall deliver to the Investor Investor’s securities account in electronic form, such number of shares of the Company's DWAC eligible Common Stock, representing the amount of the Advance specified in such Advance Notice pursuant to Section 2.1 herein, Stock registered in the name of the Investor and (ii) upon receipt of such sharespursuant to this Agreement. Once the shares have been accepted by the Investor, the Investor shall immediately deliver to the Company the amount of the Advance specified in the Advance Notice by wire transfer of immediately available fundsfunds as determined by the Purchase Price. In addition, on On or prior to the Advance Date, each of the Company and the Investor shall deliver to the other all documents, instruments and writings required to be delivered by either of them pursuant to this Agreement Section 2.3(b) below in order to implement and effect the transactions contemplated herein. The To the extent the Company has not paid the fees, expenses, and disbursements of the Investor or the Company's counsel in accordance with Section 12.4, the amount of such fees, expenses, and disbursements may be deducted by the Investor (and shall be paid to the relevant party) directly out of the proceeds of the Advance with no reduction in the amount of shares of the Company's Common Stock to be delivered on such Advance Date.

Appears in 2 contracts

Samples: Reserve Equity Financing Agreement (Strategic Mining Corp), Reserve Equity Financing Agreement (Smart Kids Group Inc.)

Closings. On each Advance Date (i) the Company shall deliver to the Investor such number of shares of the Company's Common Stock, representing Stock registered in the name of the Investor as shall equal (x) the amount of the Advance specified in such Advance Notice pursuant to Section 2.1 herein, registered in divided by (y) the name of the Investor Purchase Price and (ii) upon receipt of such shares, the Investor shall deliver to the Company the amount of the Advance specified in the Advance Notice by wire transfer of immediately available funds. In addition, on or prior to the Advance Date, each of the Company and the Investor shall deliver to the other all documents, instruments and writings required to be delivered by either of them pursuant to this Agreement in order to implement and effect the transactions contemplated herein. The To the extent the Company has not paid the fees, expenses, and disbursements of the Investor or the Company's counsel in accordance with Section 12.4, the amount of such fees, expenses, and disbursements may be deducted by the Investor (and shall be paid to the relevant party) directly out of the proceeds of the Advance with no reduction in the amount of shares of the Company's ’s Common Stock to be delivered on such Advance Date.

Appears in 1 contract

Samples: Equity Distribution Agreement (Wherify Wireless Inc)

Closings. On each Advance Date (i) the Company shall deliver to the Investor shares of the Company's ’s Common Stock, representing the amount of the Advance specified in such Advance Notice pursuant to Section 2.1 herein, registered in the name of the Investor and (ii) upon receipt of such shares, the Investor shall deliver to the Company the amount of the Advance specified in the Advance Notice by wire transfer of immediately available funds. In addition, on or prior to the Advance Date, each of the Company and the Investor shall deliver to the other other, all documents, instruments and writings required to be delivered by either of them pursuant to this Agreement in order to implement and effect the transactions contemplated herein. The To the extent the Company has not paid the fees, expenses, and disbursements of the Investor Investor, the Investor’s counsel, or the Company's ’s counsel in accordance with Section 12.4, the amount of such fees, expenses, and disbursements may be deducted by the Investor (and shall be paid to the relevant party) directly out of from the proceeds amount of the Advance with no reduction in the amount of shares of the Company's ’s Common Stock to be delivered on such Advance Date.

Appears in 1 contract

Samples: Equity Distribution Agreement (Titan Pharmaceuticals Inc)

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Closings. On each Advance Date (i) the Company shall -------- deliver to the Investor such number of shares of the Company's Common Stock, representing Stock registered in the name of the Investor as shall equal (x) the amount of the Advance specified in such Advance Notice pursuant to Section 2.1 herein, registered in herein divided by (y) the name of the Investor Purchase Price and (ii) upon receipt of such shares, the Investor shall deliver to the Company the amount of the Advance specified in the Advance Notice by wire transfer of immediately available funds. In addition, on or prior to the Advance Date, each of the Company and the Investor shall deliver to the other all documents, instruments and writings required to be delivered by either of them pursuant to this Agreement in order to implement and effect the transactions contemplated herein. The extent the Company has not paid the fees, expenses, and disbursements of the Investor or the Company's counsel in accordance with Section 12.4, the amount of such fees, expenses, and disbursements may be deducted by the Investor (and shall be paid to the relevant party) directly out of the proceeds of the Advance with no reduction in the amount of shares of the Company's Common Stock to be delivered on such Advance Date.

Appears in 1 contract

Samples: Equity Distribution Agreement (Zann Corp)

Closings. On each Advance Date (ia) One day after the end of the Pricing Period, the Company shall deliver to the Investor in electronic form, such number of shares of the Company's DWAC eligible Common Stock, representing the amount of the Advance specified in such Advance Notice pursuant to Section 2.1 herein, Stock registered in the name of the Investor and (ii) upon receipt as shall equal the number of such sharesshares specified in the Advance Notice. Once the shares have been accepted by the Investor, the Investor shall deliver to the Company the amount of the Advance specified in the Advance Notice by wire transfer of immediately available funds. In addition, on On or prior to the Advance Date, each of the Company and the Investor shall deliver to the other all documents, instruments and writings required to be delivered by either of them pursuant to this Agreement Section 2.3(b) below in order to implement and effect the transactions contemplated herein. The To the extent the Company has not paid the fees, expenses, and disbursements of the Investor or the Company's counsel in accordance with Section 12.4, the amount of such fees, expenses, and disbursements may be deducted by the Investor (and shall be paid to the relevant party) directly out of the proceeds of the Advance with no reduction in the amount of shares of the Company's Common Stock to be delivered on such Advance Date.

Appears in 1 contract

Samples: Reserve Equity Financing Agreement (USA Synthetic Fuel Corp)

Closings. On each Advance Date (i) the Company shall deliver to the Investor shares of the Company's ’s Common Stock, representing the amount of the Advance specified in such Advance Notice pursuant to Section 2.1 herein, registered in the name of the Investor and (ii) upon receipt of such shares, the Investor shall deliver to the Company the amount of the Advance specified in the Advance Notice by wire transfer of immediately available funds. In addition, on or prior to the Advance Date, each of the Company and the Investor shall deliver to the other all documents, instruments and writings required to be delivered by either of them pursuant to this Agreement in order to implement and effect the transactions contemplated herein. The To the extent the Company has not paid the fees, expenses, and disbursements of the Investor or the Company's ’s counsel in accordance with Section 12.4, the amount of such fees, expenses, and disbursements may be deducted by the Investor (and shall be paid to the relevant party) directly out of the proceeds of the Advance with no reduction in the amount of shares of the Company's ’s Common Stock to be delivered on such Advance Date.

Appears in 1 contract

Samples: Equity Distribution Agreement (China Automotive Systems Inc)

Closings. (a) On each the Advance Date (i) Date, the Company shall deliver deliver, or cause to be delivered, to the Investor such number of shares of Common Stock (delivered electronically, and credited to the Company's account of Investor’s designated broker with The Depository Trust Company through its Deposit/Withdrawal At Custodian or DWAC system), as shall equal the number of shares of Common StockStock that Investor has been deemed to have purchased from the Company pursuant to Section 2.1 hereof, representing or such lesser number of shares of Common Stock as results from any reduction as set forth in Section 7.2(g), against delivery by the Investor of payment immediately thereafter of the amount of the Advance specified in such Advance Notice pursuant to Section 2.1 herein, registered in the name of the Investor and (ii) upon receipt of such shares, the Investor shall deliver to the Company the amount of the Advance specified in the Advance Notice by wire transfer of immediately available fundsfunds to an account designated by the Company. In addition, on On or prior to the Advance Date, each of the Company and the Investor shall deliver to the other all documents, instruments and writings required to be delivered by either of them pursuant to this Agreement Section 2.3(b) below in order to implement and effect the transactions contemplated herein. The To the extent the Company has not paid the fees, expenses, and disbursements of the Investor or the Company's counsel in accordance with Section 12.4, the amount of such fees, expenses, and disbursements may be deducted by the Investor (and shall be paid to the relevant party) directly out of the proceeds of the Advance with no reduction in the amount of shares of the Company's ’s Common Stock to be delivered on such Advance Date.

Appears in 1 contract

Samples: Reserve Equity Financing Agreement (Vertro, Inc.)

Closings. (a) On each the Advance Date (i) Date, the Company shall deliver to the Investor shares Investor’s brokerage account in electronic form, such number of Advance Shares of the Company's DWAC eligible Common Stock, representing the amount of the Advance specified in such Advance Notice pursuant to Section 2.1 herein, Stock registered in the name of the Investor in accordance with the Advance Notice and (ii) upon receipt of pursuant to this Agreement. Once such sharesAdvance Shares have been accepted by the Investor, the Investor shall immediately deliver to the Company the amount of the Advance specified in the Advance Notice by wire transfer of immediately available fundsfunds as determined by the Purchase Price. In addition, on On or prior to the Advance Date, each of the Company and the Investor shall deliver to the other all documents, instruments and writings required to be delivered by either of them pursuant to this Agreement Section 2.3(b) below in order to implement and effect the transactions contemplated herein. The To the extent the Company has not paid the fees, expenses, and disbursements of the Investor or the Company's counsel in accordance with Section 12.4, the amount of such fees, expenses, and disbursements may be deducted by the Investor (and shall be paid to the relevant party) directly out of the proceeds of the Advance with no reduction in the amount number of shares of the Company's Common Stock Advance Shares to be delivered on such Advance Date.

Appears in 1 contract

Samples: Reserve Equity Financing Agreement (Tree Top Industries, Inc.)

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