Delivery by HNC Sample Clauses

Delivery by HNC. Promptly after the surrender by a CTI Stockholder to HNC of (i) such CTI Stockholder's CTI Certificate(s) duly endorsed as required in Section 7.2.1 above, and (ii) the delivery to HNC of an Investment Representation Letter executed by such CTI Stockholder, HNC or its transfer agent will issue and pay to each CTI Stockholder who has tendered to HNC CTI Certificate(s) representing all of the shares of CTI Common Stock held by such CTI Stockholder immediately prior to the Effective Time in accordance with the foregoing provisions of Section 7.2.1 and an Investment Representation Letter executed by such CTI Stockholder, (a) a certificate for the number of shares of HNC Common Stock that such holder is entitled to receive upon the conversion of such holder's shares of CTI Common Stock pursuant to Section 2.1.2(a) (less the number of such shares that represent such holder's Escrow Pro Rata of the Escrow Shares, which shall be withheld and placed in escrow pursuant to the provisions of Section 2.5 and the Escrow Agreement) plus (b) the amount of cash that such holder is entitled to receive upon the conversion of such holder's shares of CTI Common Stock pursuant to Section 2.1.2(b) plus (c) the amount of cash in lieu of fractional shares in the amount payable to such holder in accordance with Section 2.2, payable by check or wire transfer, at HNC's option. Within ten (10) business days after the execution by HNC, FGC, Overly and the Escrow Agent, HNC will also deliver the certificates representing the Escrow Shares to the Escrow Agent pursuant to the Escrow Agreement.
Sample 1
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Delivery by HNC. Promptly after the Effective Time, HNC or its transfer agent will issue and pay to each SLC Stockholder who has tendered to HNC SLC Certificates representing all of the shares of SLC Common Stock held by such SLC Stockholder immediately prior to the Effective Time in accordance with the foregoing provisions of Section 7.2.1:
Sample 1

Related to Delivery by HNC

  • Delivery by Buyer At or before the Closing, Buyer shall deliver to Seller the following:

  • Delivery by Seller At or before the Closing, Seller shall deliver to Buyer the following:

  • Delivery by Facsimile This Agreement, the agreements referred to herein, and each other agreement or instrument entered into in connection herewith or therewith or contemplated hereby or thereby, and any amendments hereto or thereto, to the extent signed and delivered by means of a facsimile machine, shall be treated in all manner and respects as an original agreement or instrument and shall be considered to have the same binding legal effect as if it were the original signed version thereof delivered in person. At the request of any party hereto or to any such agreement or instrument, each other party hereto or thereto shall reexecute original forms thereof and deliver them to all other parties. No party hereto or to any such agreement or instrument shall raise the use of a facsimile machine to deliver a signature or the fact that any signature or agreement or instrument was transmitted or communicated through the use of a facsimile machine as a defense to the formation or enforceability of a contract and each such party forever waives any such defense.

  • Delivery by Telecopier Delivery of an executed counterpart of a signature page to this Guaranty Supplement by telecopier shall be effective as delivery of an original executed counterpart of this Guaranty Supplement.

  • Delivery by Facsimile or Email This Agreement, the agreements referred to herein, and each other agreement or instrument entered into in connection herewith or therewith or contemplated hereby or thereby, and any amendments hereto or thereto, to the extent signed and delivered by means of a facsimile machine or email with scan or facsimile attachment, shall be treated in all manner and respects as an original agreement or instrument and shall be considered to have the same binding legal effect as if it were the original signed version thereof delivered in person. At the request of any party hereto or to any such agreement or instrument, each other party hereto or thereto shall re-execute original forms thereof and deliver them to all other parties. No party hereto or to any such agreement or instrument shall raise the use of a facsimile machine or email to deliver a signature or the fact that any signature or agreement or instrument was transmitted or communicated through the use of a facsimile machine or email as a defense to the formation or enforceability of a contract, and each such party forever waives any such defense.

  • Failure to Deliver Conversion Shares If, in the case of any Notice of Conversion, such Conversion Shares are not delivered to or as directed by the applicable Holder by the Share Delivery Date, the Holder shall be entitled to elect by written notice to the Company at any time on or before its receipt of such Conversion Shares, to rescind such Conversion, in which event the Company shall promptly return to the Holder any original Debenture delivered to the Company and the Holder shall promptly return to the Company the Conversion Shares issued to such Holder pursuant to the rescinded Conversion Notice.

  • Delivery Terms All Material prices are quoted on the basis of Free Carrier (FCA) delivery terms, without regard to the place from which such Material is shipped. The term “Free Carrier (FCA)” is as defined by publication n° 560 of the International Chamber of Commerce, published in January 2000.

  • Delivery by Electronic Transmission or Otherwise Notwithstanding any provision in this Trust Instrument to the contrary, any notice, proxy, vote, consent, instrument or writing of any kind referenced in, or contemplated by, this Trust Instrument or the By-laws may, as determined by the Trustees, be given, granted or otherwise delivered by electronic transmission (within the meaning of the Act), including via the internet, or in any other manner permitted by applicable law.

  • Delivery Notice Notice of the Aircraft's Delivery Date, given by the Lessee as provided in Section 3.01 of the Participation Agreement and including any notice with respect to a postponed Delivery Date given by the Lessee pursuant to Section 3.05(c) of the Participation Agreement.

  • Delivery by Electronic Transmission This Agreement and any signed agreement or instrument entered into in connection with this Agreement or contemplated hereby, and any amendments hereto or thereto, to the extent signed and delivered by means of an electronic transmission, including by a facsimile machine or via email, shall be treated in all manner and respects as an original agreement or instrument and shall be considered to have the same binding legal effect as if it were the original signed version thereof delivered in person. At the request of any party hereto or to any such agreement or instrument, each other party hereto or thereto shall re-execute original forms thereof and deliver them to all other parties. No party hereto or to any such agreement or instrument shall raise the use of electronic transmission by a facsimile machine or via email to deliver a signature or the fact that any signature or agreement or instrument was transmitted or communicated through such electronic transmission as a defense to the formation of a contract and each such party forever waives any such defense.

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