Common use of Commitment, Closing Date Clause in Contracts

Commitment, Closing Date. Subject to the terms and -------------------------------------- conditions hereof and on the basis of the representations and warranties hereinafter set forth, the Company agrees to issue and deliver to each Purchaser, and such Purchaser agrees to accept from the Company, Notes of the Series and in the principal amount set forth opposite such Purchaser's name in Schedule I hereto in exchange for the surrender for cancellation of Original Series A Notes or, as the case may be, Original Series B Notes in an unpaid principal amount equal to 100% of the principal amount thereof on the Closing Date hereafter mentioned, all as specified in Schedule I hereto. Delivery of the Notes will be made at the offices of Xxxxxxx and Xxxxxx, 000 Xxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000, against surrender for cancellation of Original Notes at 10:00 a.m., San Francisco time, on September 26, 1997 or such later date as shall mutually be agreed upon by the Company and the Purchasers (the "Closing Date"). The Notes delivered to each Purchaser on the Closing Date will be delivered to such Purchaser in the form of a single registered Note in the form attached hereto as Exhibit A-1 or Exhibit A-2, as the case may be, in the full amount to be acquired by such Purchaser (unless different denominations are specified by such Purchaser), registered in such Purchaser's name or in the name of such Purchaser's nominee, all as such Purchaser may specify at any time prior to the date fixed for delivery.

Commitment, Closing Date. Subject to the terms and -------------------------------------- conditions hereof and on the basis of the representations and warranties hereinafter set forth, the Company agrees to issue and deliver sell to each the Purchaser, and such the Purchaser agrees to accept purchase from the Company, Notes of the Series and in the principal amount set forth opposite of $75,000,000.00 at a price (the "PURCHASE PRICE") equal to the principal amount thereof. The Company will deliver to the Purchaser the Notes to be purchased by the Purchaser in the form of a single Note (or such greater number of Notes in denominations of at least $500,000 as the Purchaser may request) dated the Closing Date and registered in the Purchaser's name (or in Schedule I hereto the name of the Purchaser's nominee), against delivery by the Purchaser to the Company or its order of an amount in exchange cash equal to the Purchase Price by wire transfer via Fedwire of immediately available funds for the surrender for cancellation of Original Series A Notes or, as the case may be, Original Series B Notes in an unpaid principal amount equal to 100% account of the principal amount thereof on the Closing Date hereafter mentionedCompany to Account Number 3931000000 xx Bank of America, all as specified in Schedule I heretoBethesda, Maryland, (ABA #052-001-633). Delivery of the Notes will Such delivery and payment shall be made at the offices of Xxxxxxx and Davix Xxxx & Xardxxxx, 000 Xxxxxxxxx Xxxxxx, 000 Xxxx Xxxxxx XxxxxxXxx Xxxx, Xxxxxxx, Xxxxxxxx 00000, against surrender for cancellation of Original Notes at 10:00 a.m., San Francisco time, on September 26, 1997 or XX 00000 xx the date hereof (the "CLOSING DATE"); provided that the Closing Date may be postponed to such later other date (but not more than ten days after the originally scheduled Closing Date) as shall mutually be agreed upon by the Company and the Purchasers (Purchaser. On the "Closing Date"). The Notes delivered to each Purchaser on , the Closing Date Company will be delivered to such Purchaser in the form of a single registered Note in the form attached hereto as Exhibit A-1 pay, or Exhibit A-2, as the case may be, in the full amount cause to be acquired paid, to Banc of America Securities LLC a placement fee in cash in an amount equal to 2.50% of the Purchase Price by such Purchaser (unless different denominations are specified wire transfer of immediately available funds to an account designated by such Purchaser), registered in such Purchaser's name or in the name Banc of such Purchaser's nominee, all as such Purchaser may specify at any time prior to the date fixed for deliveryAmerica Securities LLC.

Commitment, Closing Date. Subject to the terms and -------------------------------------- conditions hereof and on the basis of the representations and warranties hereinafter set forth, the Company agrees to issue and deliver sell to each the Purchaser, and such the Purchaser agrees to accept purchase from the Company, Notes of the Series and in the principal amount set forth opposite such the Purchaser's ’s name in on Schedule I hereto in exchange for the surrender for cancellation of Original Series A Notes or, as the case may be, Original Series B Notes in an unpaid principal amount at a price equal to 100% of the principal amount thereof on May 1, 2006 (the “Closing Date”); provided that the Closing Date hereafter mentioned, all may be postponed to such other date (but not more than ten days after the originally scheduled Closing Date) as specified in Schedule I heretoshall mutually be agreed upon by the Company and the Purchaser. Delivery of the Notes will be made at the offices of Xxxxxxx and XxxxxxXxxxxx LLP, 000 Xxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000. On the Closing Date, against surrender for cancellation of Original the Company will deliver to the Purchaser the Notes at 10:00 a.m., San Francisco time, on September 26, 1997 or such later date as shall mutually to be agreed upon purchased by the Company and the Purchasers (the "Closing Date"). The Notes delivered to each Purchaser on the Closing Date will be delivered to such Purchaser in the form of a single Note (or such greater number of Notes in denominations of at least $500,000 as the Purchaser may request) dated the Closing Date and registered Note in the form attached hereto as Exhibit A-1 or Exhibit A-2, as the case may be, in the full amount to be acquired by such Purchaser Purchaser’s name (unless different denominations are specified by such Purchaser), registered in such Purchaser's name or in the name of such the Purchaser's ’s nominee), all as such against delivery by the Purchaser may specify at any time prior to the date fixed Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer via Fedwire of immediately available funds for deliverythe account of the Company to Account Number 0000000000 at Bank of America, Bethesda, Maryland, (ABA #026-009-593).

Commitment, Closing Date. Subject to the terms and -------------------------------------- conditions hereof and on the basis of the representations and warranties hereinafter set forth, the Company agrees to Allied Capital Corporation Note Agreement issue and deliver sell to each Purchaser, and such Purchaser agrees to accept purchase from the Company, Notes of the Series and in the principal amount set forth opposite such Purchaser's name in on Schedule I hereto in exchange for the surrender for cancellation of Original Series A Notes or, as the case may be, Original Series B Notes in an unpaid principal amount at a price equal to 100% of the principal amount thereof on October 30, 2001 (the "Closing Date"); provided that the Closing Date hereafter mentioned, all may be postponed to such other date (but not more than ten days after the originally scheduled Closing Date) as specified in Schedule I heretoshall mutually be agreed upon by the Company and the Purchasers scheduled to purchase the Notes on the Closing Date. Delivery of the Notes will be made at the offices of Chapman and Cutler, 111 West Monroe Street, Chicago, Illinois 60603. Xx xxx Closxxx Xxte, xxx Xxxxxxx and Xxxxxx, 000 Xxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000, against surrender for cancellation of Original xxxx xxxxxxx xx xxxx Xxxxxxxxx xxe Notes at 10:00 a.m., San Francisco time, on September 26, 1997 or such later date as shall mutually to be agreed upon purchased by the Company and the Purchasers (the "Closing Date"). The Notes delivered to each Purchaser on the Closing Date will be delivered to such Purchaser in the form of a single registered Note (or such greater number of Notes in the form attached hereto denominations of at least $500,000 as Exhibit A-1 or Exhibit A-2, as the case may be, in the full amount to be acquired by such Purchaser (unless different denominations are specified by such Purchaser), may request) dated the Closing Date and registered in such Purchaser's name (or in the name of such Purchaser's nominee), all as against delivery by such Purchaser may specify at any time prior to the date fixed Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer via Fedwire of immediately available funds for deliverythe account of the Company to Account Number 3931033237 at Bank of America, Bethesda, Maryland, (ABA #052-001-633).

Commitment, Closing Date. Subject to the terms and -------------------------------------- conditions hereof and on the basis of the representations and warranties hereinafter set forth, the Company agrees to issue and deliver sell to each Purchaserthe Purchasers, and such each Purchaser agrees to accept purchase from the Company, Notes of the Series and in the principal amount set forth opposite such Purchaser's name in on Schedule I hereto in exchange for the surrender for cancellation of Original Series A Notes or, as the case may be, Original Series B Notes in an unpaid principal amount at a price equal to 100% of the principal amount thereof on May 14, 2003 (the "Closing Date"); provided that the Closing Date hereafter mentioned, all may be postponed to such other date (but not more than ten days after the originally scheduled Closing Date) as specified in Schedule I heretoshall mutually be agreed upon by the Company and the Purchasers scheduled to purchase the Notes on the Closing Date. Delivery of the Notes will be made at the offices of Chapman and Cutler, 111 West Monroe Street, Chicago, Illinois 60603. Xx xxx Closxxx Xxte, xxx Xxxxxxx and Xxxxxx, 000 Xxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000, against surrender for cancellation of Original xxxx xxxxxxx xx xxxx Xxxxxxxxx xxe Notes at 10:00 a.m., San Francisco time, on September 26, 1997 or such later date as shall mutually to be agreed upon purchased by the Company and the Purchasers (the "Closing Date"). The Notes delivered to each Purchaser on the Closing Date will be delivered to such Purchaser in the form of a single registered Note (or such greater number of Notes in the form attached hereto denominations of at least $500,000 as Exhibit A-1 or Exhibit A-2, as the case may be, in the full amount to be acquired by such Purchaser (unless different denominations are specified by such Purchaser), may request) dated the Closing Date and registered in such Purchaser's name (or in the name of such Purchaser's nominee), all as against delivery by such Purchaser may specify at any time prior to the date fixed Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer via Fedwire of immediately available funds for deliverythe account of the Company to Account Number 3931033237 at Bank of America, Bethesda, Maryland, (ABA #052-001-633).

Commitment, Closing Date. Subject to the terms and -------------------------------------- conditions hereof and on the basis of the representations and warranties hereinafter set forth, the Company agrees to issue and deliver sell to each Purchaser, and such Purchaser agrees to accept purchase from the Company, Notes of the Series and in the principal amount set forth opposite such Purchaser's name in on Schedule I hereto in exchange for the surrender for cancellation of Original Series A Notes or, as the case may be, Original Series B Notes in an unpaid principal amount at a price equal to 100% of the principal amount thereof on November 15, 1999 (the "Closing Date"); provided that the Closing Date hereafter mentioned, all may be postponed to such other date (but not more than ten days after the originally scheduled Closing Date) as specified in Schedule I heretoshall mutually be agreed upon by the Company and the Purchasers scheduled to purchase the Notes on the Closing Date. Delivery of the Notes will be made at the offices of Xxxxxxx and XxxxxxChapxxx xxx Cutlxx, 000 001 Xxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000. Xx the Closing Date, against surrender for cancellation of Original Notes at 10:00 a.m., San Francisco time, on September 26, 1997 or such later date as shall mutually be agreed upon by the Company and the Purchasers (the "Closing Date"). The Notes delivered will deliver to each Purchaser on the Closing Date will Notes to be delivered to purchased by such Purchaser in the form of a single registered Note (or such greater number of Notes in the form attached hereto denominations of at least $500,000 as Exhibit A-1 or Exhibit A-2, as the case may be, in the full amount to be acquired by such Purchaser (unless different denominations are specified by such Purchaser), may request) dated the Closing Date and registered in such Purchaser's name (or in the name of such Purchaser's nominee), all as against delivery by such Purchaser may specify at any time prior to the date fixed Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer via Fedwire of immediately available funds for deliverythe account of the Company to Account Number 3918973064 at Bank of America, Bethesda, Maryland, (ABA #052-001-633).

Commitment, Closing Date. Subject to the terms and -------------------------------------- conditions hereof and on the basis of the representations and warranties hereinafter set forth, the Company agrees to issue and deliver sell to each Purchaserthe Purchasers, and such each Purchaser agrees to accept purchase from the Company, Notes of the Series and in the principal amount set forth opposite such Purchaser's ’s name in on Schedule I hereto in exchange for the surrender for cancellation of Original Series A Notes or, as the case may be, Original Series B Notes in an unpaid principal amount at a price equal to 100% of the principal amount thereof on March 25, 2004 (the “Closing Date”); provided that the Closing Date hereafter mentioned, all may be postponed to such other date (but not more than ten days after the originally scheduled Closing Date) as specified in Schedule I heretoshall mutually be agreed upon by the Company and the Purchasers scheduled to purchase the Notes on the Closing Date. Delivery of the Notes will be made at the offices of Xxxxxxx and Bxxxxxx MxXxxxxxx LLP, Oxx Xxxxx Xxxxxx, 000 Xxxx Xxxxxx XxxxxxXxxxxxxx, XxxxxxxXX 00000. On the Closing Date, Xxxxxxxx 00000, against surrender for cancellation of Original Notes at 10:00 a.m., San Francisco time, on September 26, 1997 or such later date as shall mutually be agreed upon by the Company and the Purchasers (the "Closing Date"). The Notes delivered will deliver to each Purchaser on the Closing Date will Notes to be delivered to purchased by such Purchaser in the form of a single registered Note (or such greater number of Notes in denominations of at least €1,000,000 in the form attached hereto as Exhibit A-1 case of the Euro Series Notes or Exhibit A-2, as £1,000,000 in the case may be, in of the full amount to be acquired by Sterling Series Notes as such Purchaser (unless different denominations are specified by such Purchaser), may request) dated the Closing Date and registered in such Purchaser's ’s name (or in the name of such Purchaser's ’s nominee), all as against delivery by such Purchaser may specify at any time to the Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer via Fedwire of immediately available funds for the account of the Company to the accounts designated in writing by the Company to the Purchasers prior to the date fixed for deliveryClosing Date.

Commitment, Closing Date. Subject to the terms and -------------------------------------- conditions hereof and on the basis of the representations and warranties hereinafter set forth, the Company agrees to issue and deliver sell to each Purchaser, and such Purchaser agrees to accept purchase from the Company, Notes of the Series and in the principal amount set forth opposite such Purchaser's name in on Schedule I hereto in exchange for the surrender for cancellation of Original Series A Notes or, as the case may be, Original Series B Notes in an unpaid principal amount at a price equal to 100% of the principal amount thereof on October 24, 2000 (the "Closing Date"); provided that the Closing Date hereafter mentioned, all may be postponed to such other date (but not more than ten days after the originally scheduled Closing Date) as specified in Schedule I heretoshall mutually be agreed upon by the Company and the Purchasers scheduled to purchase the Notes on the Closing Date. Delivery of the Notes will be made at the offices of Xxxxxxx and XxxxxxChapxxx xxx Cutlxx, 000 001 Xxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000. Xx the Closing Date, against surrender for cancellation of Original Notes at 10:00 a.m., San Francisco time, on September 26, 1997 or such later date as shall mutually be agreed upon by the Company and the Purchasers (the "Closing Date"). The Notes delivered will deliver to each Purchaser on the Closing Date will Notes to be delivered to purchased by such Purchaser in the form of a single registered Note (or such greater number of Notes in the form attached hereto denominations of at least $500,000 as Exhibit A-1 or Exhibit A-2, as the case may be, in the full amount to be acquired by such Purchaser (unless different denominations are specified by such Purchaser), may request) dated the Closing Date and registered in such Purchaser's name (or in the name of such Purchaser's nominee), all as against delivery by such Purchaser may specify at any time prior to the date fixed Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer via Fedwire of immediately available funds for deliverythe account of the Company to Account Number 3931000000 xx Bank of America, Bethesda, Maryland, (ABA #052-001-633).

Commitment, Closing Date. Subject to the terms and -------------------------------------- conditions hereof and on the basis of the representations and warranties hereinafter set forth, the Company agrees to issue and deliver sell to each Purchaser, and such Purchaser agrees to accept purchase from the Company, Notes of the Series and in the principal amount set forth opposite such Purchaser's name in on Schedule I hereto in exchange for the surrender for cancellation of Original Series A Notes or, as the case may be, Original Series B Notes in an unpaid principal amount at a price equal to 100% of the principal amount thereof on May 5, 1999 (the "Closing Date"); provided that the Closing Date hereafter mentioned, all may be postponed to such other date (but not more than ten days after the originally scheduled Closing Date) as specified in Schedule I heretoshall mutually be agreed upon by the Allied Capital Corporation Note Agreement Company and the Purchasers scheduled to purchase the Notes on the Closing Date. Delivery of the Notes will be made at the offices of Xxxxxxx and XxxxxxChapxxx xxx Cutlxx, 000 001 Xxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000. Xn the Closing Date, against surrender for cancellation of Original Notes at 10:00 a.m., San Francisco time, on September 26, 1997 or such later date as shall mutually be agreed upon by the Company and the Purchasers (the "Closing Date"). The Notes delivered will deliver to each Purchaser on the Closing Date will Notes of the Series to be delivered to purchased by such Purchaser in the form of a single registered Note (or such greater number of Notes in the form attached hereto denominations of at least $500,000 as Exhibit A-1 or Exhibit A-2, as the case may be, in the full amount to be acquired by such Purchaser (unless different denominations are specified by such Purchaser), may request) dated the Closing Date and registered in such Purchaser's name (or in the name of such Purchaser's nominee), all as against delivery by such Purchaser may specify at any time prior to the date fixed Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer via Fedwire of immediately available funds for deliverythe account of the Company to Account Number 3918973064 at Nations Bank, Bethesda, Maryland, (ABA #052-001-633).

Commitment, Closing Date. Subject to the terms and -------------------------------------- conditions hereof and on the basis of the representations and warranties hereinafter set forth, the Company agrees to issue and deliver sell to each Purchaserthe Purchasers, and such each Purchaser agrees to accept purchase from the Company, Notes of the Series and in the principal amount set forth opposite such Purchaser's ’s name in on Schedule I hereto in exchange for the surrender for cancellation of Original Series A Notes or, as the case may be, Original Series B Notes in an unpaid principal amount at a price equal to 100% of the principal amount thereof on November 15, 2004 (the “Closing Date”); provided that the Closing Date hereafter mentioned, all may be postponed to such other date (but not more than ten days after the originally scheduled Closing Date) as specified in Schedule I heretoshall mutually be agreed upon by the Company and the Purchasers scheduled to purchase the Notes on the Closing Date. Delivery of the Notes will be made at the offices of Xxxxxxx and XxxxxxXxxxxx LLP, 000 Xxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000. On the Closing Date, against surrender for cancellation of Original Notes at 10:00 a.m., San Francisco time, on September 26, 1997 or such later date as shall mutually be agreed upon by the Company and the Purchasers (the "Closing Date"). The Notes delivered will deliver to each Purchaser on the Closing Date will Notes to be delivered to purchased by such Purchaser in the form of a single registered Note (or such greater number of Notes in the form attached hereto denominations of at least $500,000 as Exhibit A-1 or Exhibit A-2, as the case may be, in the full amount to be acquired by such Purchaser (unless different denominations are specified by such Purchaser), may request) dated the Closing Date and registered in such Purchaser's ’s name (or in the name of such Purchaser's ’s nominee), all as against delivery by such Purchaser may specify at any time prior to the date fixed Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer via Fedwire of immediately available funds for deliverythe account of the Company to Account Number 0000000000 at Bank of America, Bethesda, Maryland, (ABA #026-009-593).

Commitment, Closing Date. Subject to the terms and -------------------------------------- conditions hereof and on the basis of the representations and warranties hereinafter set forth, the Company agrees to issue and deliver sell to each Purchaserthe Purchasers, and such each Purchaser agrees to accept purchase from the Company, Notes of the Series and in the principal amount set forth opposite such Purchaser's ’s name in on Schedule I hereto in exchange for the surrender for cancellation of Original Series A Notes or, as the case may be, Original Series B Notes in an unpaid principal amount at a price equal to 100% of the principal amount thereof on October 13, 2005 (the “Closing Date”); provided that the Closing Date hereafter mentioned, all may be postponed to such other date (but not more than ten days after the originally scheduled Closing Date) as specified in Schedule I heretoshall mutually be agreed upon by the Company and the Purchasers scheduled to purchase the Notes on the Closing Date. Delivery of the Notes will be made at the offices of Xxxxxxx and XxxxxxXxxxxx LLP, 000 Xxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000. On the Closing Date, against surrender for cancellation of Original Notes at 10:00 a.m., San Francisco time, on September 26, 1997 or such later date as shall mutually be agreed upon by the Company and the Purchasers (the "Closing Date"). The Notes delivered will deliver to each Purchaser on the Closing Date will Notes of the Series to be delivered to purchased by such Purchaser in the form of a single registered Note for each applicable Series (or such greater number of Notes in the form attached hereto denominations of at least $500,000 as Exhibit A-1 or Exhibit A-2, as the case may be, in the full amount to be acquired by such Purchaser (unless different denominations are specified by such Purchaser), may request) dated the Closing Date and registered in such Purchaser's ’s name (or in the name of such Purchaser's ’s nominee), all as against delivery by such Purchaser may specify at any time prior to the date fixed Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer via Fedwire of immediately available funds for deliverythe account of the Company to Account Number 0000000000 at Bank of America, Bethesda, Maryland, (ABA #026-009-593).

Commitment, Closing Date. Subject to the terms and -------------------------------------- conditions hereof and on the basis of the representations and warranties hereinafter set forth, the Company agrees to issue and deliver sell to each Purchaserthe Purchasers, and such each Purchaser agrees to accept purchase from the Company, Series 2008 Notes of the Series and in the principal amount set forth opposite such Purchaser's ’s name in on Schedule I hereto in exchange for the surrender for cancellation of Original Series A Notes or, as the case may be, Original Series B Notes in an unpaid principal amount at a price equal to 100% of the principal amount thereof on June 20, 2008 (the “Closing Date”); provided that the Closing Date hereafter mentioned, all as specified in Schedule I hereto. Delivery of may be postponed to such other date (but not more than ten days after the Notes will be made at the offices of Xxxxxxx and Xxxxxx, 000 Xxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000, against surrender for cancellation of Original Notes at 10:00 a.m., San Francisco time, on September 26, 1997 or such later date originally scheduled Closing Date) as shall mutually be agreed upon by the Company and the Purchasers (scheduled to purchase the "Series 2008 Notes on the Closing Date"). The Delivery of the Series 2008 Notes delivered will be made at the offices of Xxxxxxx and Xxxxxx LLP, 000 Xxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000. On the Closing Date, the Company will deliver to each Purchaser on the Closing Date will Notes of the Series to be delivered to purchased by such Purchaser in the form of a single registered Note for each applicable Series (or such greater number of Notes in the form attached hereto denominations of at least $500,000 as Exhibit A-1 or Exhibit A-2, as the case may be, in the full amount to be acquired by such Purchaser (unless different denominations are specified by such Purchaser), may request) dated the Closing Date and registered in such Purchaser's ’s name (or in the name of such Purchaser's ’s nominee), against delivery by such Purchaser to the Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer via Fedwire of immediately available funds for the account of the Company pursuant to wire instructions provided to the Purchasers prior to the execution and delivery thereof. If, on the Closing Date, the Company shall fail to tender such Series 2008 Notes to any Purchaser as provided above in this §1.4, or any of the conditions specified in §4 shall not have been fulfilled to any Purchaser’s satisfaction, such Purchaser shall, at such Purchaser’s election, be relieved of all as further obligations under this Agreement, without thereby waiving any rights such Purchaser may specify at any time prior to the date fixed for deliveryhave by reason of such failure or such nonfulfillment.

Commitment, Closing Date. Subject to the terms and -------------------------------------- conditions hereof and on the basis of the representations and warranties hereinafter set forth, the Company agrees to issue and deliver sell to each Purchaser, and such Purchaser agrees to accept purchase from the Company, Notes of the Series and in the principal amount set forth opposite such Purchaser's name in on Schedule I hereto in exchange for the surrender for cancellation of Original Series A Notes or, as the case may be, Original Series B Notes in an unpaid principal amount at a price equal to 100% of the principal amount thereof on 6 June 4, 1998 (the "Closing Date"); provided that the Closing Date hereafter mentioned, all may be postponed to such other date (but not more than ten days after the originally scheduled Closing Date) as specified in Schedule I heretoshall mutually be agreed upon by the Company and the Purchasers scheduled to purchase the Notes on the Closing Date. Delivery of the Notes will be made at the offices of Xxxxxxx and XxxxxxChapxxx xxx Cutlxx, 000 001 Xxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000. Xx the Closing Date, against surrender for cancellation of Original Notes at 10:00 a.m., San Francisco time, on September 26, 1997 or such later date as shall mutually be agreed upon by the Company and the Purchasers (the "Closing Date"). The Notes delivered will deliver to each Purchaser on the Closing Date will Notes of the Series to be delivered to purchased by such Purchaser in the form of a single registered Note (or such greater number of Notes in the form attached hereto denominations of at least $500,000 as Exhibit A-1 or Exhibit A-2, as the case may be, in the full amount to be acquired by such Purchaser (unless different denominations are specified by such Purchaser), may request) dated the Closing Date and registered in such Purchaser's name (or in the name of such Purchaser's nominee), all as against delivery by such Purchaser may specify at any time prior to the date fixed Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer via Fedwire of immediately available funds for deliverythe account of the Company to account number 3918973064 at Nations Bank, Bethesda, Maryland, (ABA #052-001-633).