Delivery of and Payment for the Shares. (a) The Firm Shares to be purchased by each Underwriter hereunder, in definitive form, and in such authorized denominations and registered, in such names as the Representatives may request upon at least forty-eight (48) hours' prior notice to the Company shall be delivered by or on behalf of the Company to the Representatives, for the account of such Underwriter, against payment by or on behalf of such Underwriter of the purchase price therefor in Federal (same day) funds. The Company will cause the certificates representing the Firm Shares to be made available for checking and packaging at least twenty-four (24) hours prior to the Closing Date (as defined below) with respect thereto at the office of Xxxxxx, Xxxxx Xxxxx, Incorporated, 0000 Xxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000 or such other location as the Representatives may reasonably designate (the "Designated Office"). The time and date of such delivery and payment shall be, with respect to the Firm Shares, at 10:00 o'clock a.m., Washington, DC time, on ______________________, 1998 or such other time and date as the Representatives and the Company may agree. Such time and date for delivery of the Firm Shares is herein called the "Closing Date," which shall also be the closing date for the Merger and the IDP Acquisition. (b) Delivery and payment of any Optional Shares to be purchased by each Underwriter pursuant hereto shall be made at the Designated Office at 10:00 o'clock a.m., Washington, DC time, on the date specified by the Representatives in the written notice of the Underwriters' election to purchase such Optional Shares, or such other time and date as the Representatives and Company and the Selling Stockholders may agree. Such time and date for delivery of Optional Shares is herein called the "Option Closing Date." Payment for the Optional Shares shall be made by wire transfer or certified or bank cashier's check in Federal (next day) funds, payable to the order of the Company or the applicable Selling Stockholders upon delivery to the Representatives of certificates representing the Optional Shares being purchased for the respective accounts of the Underwriters. The certificates representing the Optional Shares to be delivered shall be in such denominations and registered in such names as the Representatives request not less than forty-eight (48) hours prior to the Option Closing Date, and shall be made available to the Representatives for inspection, checking and packaging at the aforesaid office of the Company's transfer agent or correspondent not less than twenty-four (24) hours prior to such Closing Date. (c) The documents to be delivered at the Closing Date or Option Closing Date, as the case may be, by or on behalf of the parties hereto pursuant to Section 8 hereof, including the cross-receipt for the Shares and any additional documents requested by the Underwriters, will be delivered to the offices of Xxxxxxx, Baetjer and Xxxxxx, LLP, 1800 Mercantile Bank & Trust Building, Two Xxxxxxx Plaza, Baltimore, Maryland 21201 or such other location as may be agreed upon by the Representatives and the Company or the Selling Stockholders, as the case may be (the "Closing Location"), and the Shares will be delivered at the Designated Office, on the Closing Date or the Option Closing Date, as the case may be. (d) A meeting will be held at the Closing Location at 2:00 p.m., Washington, D.C. time, on the business day next preceding Closing Date or Option Closing Date, as the case may be, or at such other time as is mutually agreed upon by the parties hereto, at which meeting the final drafts of the documents to be delivered pursuant to the preceding paragraph will be available for review by the parties hereto.
Appears in 1 contract
Delivery of and Payment for the Shares. (a) The Firm Shares to be purchased by each Underwriter hereunder, in definitive form, and in such authorized denominations and registered, registered in such names as the Representatives Representative may request upon at least forty-eight (48) hours' prior notice to the Company shall be delivered by or on behalf of the Company to the RepresentativesRepresentative, for the account of such Underwriter, against payment by or on behalf of such Underwriter of the purchase price therefor in Federal (same day) funds. The Company will cause the certificates representing the Firm Shares to be made available for checking and packaging at least twenty-four (24) hours prior to the Closing Date (as defined below) with respect thereto at the office of Xxxxxx, Xxxxx Xxxxx, Incorporated, 0000 Xxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000 or such other location as the Representatives may reasonably designate (the "Designated Office"). The time and date of such delivery and payment shall be, with respect to the Firm Shares, at 10:00 o'clock ________ a.m., Washington, DC timeEST, on ______________________, 1998 1997 or such other time and date as the Representatives Representative and the Company may agree. Such time and date for delivery of agree upon, and, with respect to the Firm Shares is herein called the "Closing Date," which shall also be the closing date for the Merger and the IDP Acquisition.
(b) Delivery and payment of any Optional Shares to be purchased by each Underwriter pursuant hereto shall be made at the Designated Office at 10:00 o'clock Shares, ______ a.m., Washington, DC timeEST, on the date specified by the Representatives Representative in the written notice of the Underwriters' election to purchase such Optional Shares, or such other time and date as the Representatives and Company Representative and the Selling Stockholders Company may agreeagree upon. Such time and date for delivery of the Firm Shares is herein called the "Closing Date", such time and date for delivery of the Optional Shares Shares, if not the Closing Date, is herein called the "Option Closing Date." Payment for the Optional Shares shall be made by wire transfer or certified or bank cashier's check in Federal (next day) funds, payable to the order of the Company or the applicable Selling Stockholders upon delivery to the Representatives of certificates representing the Optional Shares being purchased for the respective accounts of the Underwriters. The certificates representing the Optional Shares to be delivered shall be in such denominations and registered in such names as the Representatives request not less than forty-eight (48) hours prior to the Option Closing Date, and shall be made available to the Representatives for inspection, checking and packaging at the aforesaid office of the Company's transfer agent or correspondent not less than twenty-four (24) hours prior to such Closing Date."
(cb) The documents to be delivered at the Closing Date or the Option Closing Date, as the case may be, by or on behalf of the parties hereto pursuant to Section 8 hereof, including the cross-receipt for the Shares and any additional documents requested by the Underwriters, Underwriters will be delivered to at the offices of Xxxxxxx, Baetjer and Xxxxxx, LLP, 1800 Mercantile Bank & Trust Building, Two Xxxxxxx Plaza, Baltimore, Maryland 21201 or such other location as may be agreed upon by the Representatives and the Company or the Selling Stockholders, as the case may be (the "Closing Location"), and the Shares will be delivered at the Designated Office, on the Closing Date or the Option Closing Date, as the case may be.
(dc) A meeting will be held at the Closing Location at 2:00 p.m., Washington, D.C. timeEST, on the business day next preceding the Closing Date or the Option Closing Date, as the case may be, or at such other time as is mutually agreed upon by the parties hereto, at which meeting the final drafts of the documents to be delivered pursuant to the preceding paragraph sentence will be available for review by the parties hereto.
Appears in 1 contract
Delivery of and Payment for the Shares. (a) The Firm Shares to be purchased by each Underwriter hereunder, in definitive form, and in such authorized denominations and registered, in such names as the Representatives may request upon at least forty-eight (48) hours' prior notice to the Company shall be delivered by or on behalf of the Company to the Representatives, for the account of such Underwriter, against payment by or on behalf of such Underwriter of the purchase price therefor in Federal (same day) funds. The Company will cause the certificates representing the Firm Shares to be made available for checking and packaging at least twenty-four (24) hours prior to the Closing Date (as defined below) with respect thereto at the office of Xxxxxx, Xxxxx Xxxxx, Incorporated, 0000 Xxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000 or such other location as the Representatives may reasonably designate (the "Designated Office"). The time and date of such delivery and payment shall be, with respect to the Firm Shares, at 10:00 ______ o'clock a.m., Washington, DC time, on ______________________, 1998 1997 or such other time and date as the Representatives and the Company may agree. Such time and date for delivery of the Firm Shares is herein called the "Closing Date," which shall also be the closing date for the Merger and the IDP Acquisition."
(b) Delivery and payment of any Optional Shares to be purchased by each Underwriter pursuant hereto shall be made at the Designated Office at 10:00 _____ o'clock a.m., Washington, DC time, on the date specified by the Representatives in the written notice of the Underwriters' election to purchase such Optional Shares, or such other time and date as the Representatives and the Company and the Selling Stockholders may agree. Such time and date for delivery of Optional Shares Shares, if not the Closing Date, is herein called the "Option Closing Date." Payment for the Optional Shares shall be made by wire transfer or certified or bank cashier's check in Federal (next day) funds, payable to the order of the Company or the applicable Selling Stockholders upon delivery to the Representatives of certificates representing the Optional Shares being purchased for the respective accounts of the Underwriters. The certificates representing the Optional Shares to be delivered shall be in such denominations and registered in such names as the Representatives request not less than forty-eight (48) hours prior to the Option Closing Date, and shall be made available to the Representatives for inspection, checking and packaging at the aforesaid office of the Company's transfer agent or correspondent not less than twenty-four (24) hours prior to such Closing Date."
(c) The documents to be delivered at the Closing Date or any Option Closing Date, as the case may be, by or on behalf of the parties hereto pursuant to Section 8 hereof, including the cross-receipt for the Shares and any additional documents requested by the Underwriters, Underwriters will be delivered to at the offices of XxxxxxxVenable, Baetjer and XxxxxxBaetjer, Xxxxxx & Civiletti, LLP, 1800 Mercantile Bank & Trust Building0000 Xxx Xxxx Xxxxxx, Two Xxxxxxx PlazaXX, BaltimoreXxxxxxxxxx, Maryland 21201 or such other location as may be agreed upon by the Representatives and the Company or the Selling Stockholders, as the case may be XX 00000 (the "Closing Location"), and the Shares will be delivered at the Designated Office, on the Closing Date or the Option Closing Date, as the case may be.
(d) A meeting will be held at the Closing Location at 2:00 p.m., Washington, D.C. time, on the business day next preceding Closing Date or any Option Closing Date, as the case may be, or at such other time as is mutually agreed upon by the parties hereto, at which meeting the final drafts of the documents to be delivered pursuant to the preceding paragraph will be available for review by the parties hereto.
Appears in 1 contract
Samples: Underwriting Agreement (Startec Global Communications Corp)
Delivery of and Payment for the Shares. (a) The Firm Shares to be purchased by each Underwriter hereunder, in definitive form, and in such authorized denominations and registered, in such names as the Representatives may request upon at least forty-eight (48) hours' prior notice to the Company shall be delivered by or on behalf of the Company to the Representatives, for the account of such Underwriter, against payment by or on behalf of such Underwriter of the purchase price therefor in Federal (same day) funds. The Company will cause the certificates representing the Firm Shares to be made available for checking and packaging at least twenty-four (24) hours prior to the Closing Date (as defined below) with respect thereto at the office of XxxxxxFerris, Xxxxx XxxxxBaker Watts, IncorporatedIncorporatex, 0000 Xxx XxxxxxXtxxxx, X.X.N.W., XxxxxxxxxxWashingtxx, X.X. 00000 or such other location as the Representatives xx xxxx xxxxx xxxxxxxx xx xxx Xepresentatives may reasonably designate (the "Designated Office"). The time and date of such delivery and payment shall be, with respect to the Firm Shares, at 10:00 ______ o'clock a.m., Washington, DC time, on ______________________, 1998 1997 or such other time and date as the Representatives and the Company may agree. Such time and date for delivery of the Firm Shares is herein called the "Closing Date," which shall also be the closing date for the Merger and the IDP Acquisition."
(b) Delivery and payment of any Optional Shares to be purchased by each Underwriter pursuant hereto shall be made at the Designated Office at 10:00 _____ o'clock a.m., Washington, DC time, on the date specified by the Representatives in the written notice of the Underwriters' election to purchase such Optional Shares, or such other time and date as the Representatives and the Company and the Selling Stockholders may agree. Such time and date for delivery of Optional Shares Shares, if not the Closing Date, is herein called the "Option Closing Date." Payment for the Optional Shares shall be made by wire transfer or certified or bank cashier's check in Federal (next day) funds, payable to the order of the Company or the applicable Selling Stockholders upon delivery to the Representatives of certificates representing the Optional Shares being purchased for the respective accounts of the Underwriters. The certificates representing the Optional Shares to be delivered shall be in such denominations and registered in such names as the Representatives request not less than forty-eight (48) hours prior to the Option Closing Date, and shall be made available to the Representatives for inspection, checking and packaging at the aforesaid office of the Company's transfer agent or correspondent not less than twenty-four (24) hours prior to such Closing Date."
(c) The documents to be delivered at the Closing Date or any Option Closing Date, as the case may be, by or on behalf of the parties hereto pursuant to Section 8 hereof, including the cross-receipt for the Shares and any additional documents requested by the Underwriters, Underwriters will be delivered to held at the offices of XxxxxxxVenable, Baetjer and XxxxxxBaetjer, Howard & Civiletti, LLP, 1800 Mercantile Bank & Trust Building1201 Xxx Xork Avenue, Two NW, Washxxxxxx, XX 00000 (xxx "Xxxxxxx Plaza, Baltimore, Maryland 21201 or such other location as may be agreed upon by the Representatives and the Company or the Selling Stockholders, as the case may be (the "Closing LocationXxxxxxxx"), and the xxx xhe Shares will be delivered at the Designated Office, on the Closing Date or the Option Closing Date, as the case may be.
(d) A meeting will be held at the Closing Location at 2:00 p.m., Washington, D.C. time, on the business day next preceding Closing Date or any Option Closing Date, as the case may be, or at such other time as is mutually agreed upon by the parties hereto, at which meeting the final drafts of the documents to be delivered pursuant to the preceding paragraph will be available for review by the parties hereto.
Appears in 1 contract
Samples: Underwriting Agreement (Startec Global Communications Corp)
Delivery of and Payment for the Shares. (a) The Firm Shares to be purchased by each Underwriter hereunder, in definitive form, and in such authorized denominations and registered, in such names as the Representatives may request upon at least forty-eight (48) hours' prior notice to the Company shall be delivered by or on behalf of the Company to the Representatives, for the account of such Underwriter, against payment by or on behalf of such Underwriter of the purchase price therefor in Federal (same day) funds. The Company will cause the certificates representing the Firm Shares to be made available for checking and packaging at least twenty-four (24) hours prior to the Closing Date (as defined below) with respect thereto at the office of Xxxxxx, Xxxxx Xxxxx, Incorporated, 0000 Xxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000 or such other location as the Representatives may reasonably designate (the "Designated Office"). The time and date of such delivery and payment shall be, with respect to the Firm Shares, at 10:00 ______ o'clock a.m., Washington, DC time, on ______________________, 1998 1997 or such other time and date as the Representatives and the Company may agree. Such time and date for delivery of the Firm Shares is herein called the "Closing Date," which shall also be the closing date for the Merger and the IDP Acquisition."
(b) Delivery and any payment of any Optional Shares to be purchased by each Underwriter pursuant hereto shall be made at the Designated Office at 10:00 _____ o'clock a.m., Washington, DC time, on the date specified by the Representatives in the written notice of the Underwriters' election to purchase such Optional Shares, or such other time and date as the Representatives and the Company and the Selling Stockholders may agree. Such time and date for delivery of Optional Shares Shares, if not the Closing Date, is herein called the "Option Closing Date." Payment for the Optional Shares shall be made by wire transfer or certified or bank cashier's check in Federal (next day) funds, payable to the order of the Company or the applicable Selling Stockholders upon delivery to the Representatives of certificates representing the Optional Shares being purchased for the respective accounts of the Underwriters. The certificates representing the Optional Shares to be delivered shall be in such denominations and registered in such names as the Representatives request not less than forty-eight (48) hours prior to the Option Closing Date, and shall be made available to the Representatives for inspection, checking and packaging at the aforesaid office of the Company's transfer agent or correspondent not less than twenty-four (24) hours prior to such Closing Date."
(c) The documents to be delivered at the Closing Date or any Option Closing Date, as the case may be, by or on behalf of the parties hereto pursuant to Section 8 hereof, including the cross-receipt for the Shares and any additional documents requested by the Underwriters, will be delivered to the offices of Xxxxxxx, Baetjer and Xxxxxx, LLP, 1800 Mercantile Bank & Trust Building, Two Xxxxxxx Plaza, Baltimore, Maryland 21201 or such other location as may be agreed upon by the Representatives and the Company or the Selling Stockholders, as the case may be (the "Closing Location"), and the Shares will be delivered at the Designated Office, on the Closing Date or the Option Closing Date, as the case may be.
(d) A meeting will be held at the Closing Location at 2:00 p.m., Washington, D.C. time, on the business day next preceding Closing Date or Option Closing Date, as the case may be, or at such other time as is mutually agreed upon by the parties hereto, at which meeting the final drafts of the documents to be delivered pursuant to the preceding paragraph will be available for review by the parties hereto.to
Appears in 1 contract
Samples: Underwriting Agreement (Startec Global Communications Corp)
Delivery of and Payment for the Shares. (a) The Firm Shares to be purchased by each Underwriter hereunder, in definitive form, and in such authorized denominations and registered, in such names as the Representatives may request upon at least forty-eight (48) hours' hours prior notice to the Company Company, shall be delivered by or on behalf of the Company to the Representatives, for the account of such Underwriter, against payment by or on behalf of such Underwriter of the purchase price therefor in Federal (same day) fundsby a wire transfer of immediately available funds to an account designated by the Company. The Company will cause the certificates representing the Firm Shares to be made available for checking and packaging at least twenty-four (24) hours prior to the Closing Date (as defined below) with respect thereto at the office of Xxxxxx, Xxxxx Xxxxx, Incorporated, 0000 Xxx Xxxxxx, X.X.XX, Xxxxxxxxxx, X.X. 00000 or such other location as the Representatives may reasonably designate (the "Designated Office"). The time and date of such delivery and payment shall be, with respect to the Firm Shares, at 10:00 o'clock a.m., Washington, DC time, on ______________________, 1998 or such other time and date as the Representatives and the Company may agree. Such time and date for delivery of the Firm Shares is herein called the "Closing Date," which shall also be the closing date for the Merger and the IDP Acquisition".
(b) Delivery of and payment of for any Optional Shares to be purchased by each Underwriter pursuant hereto shall be made at the Designated Office at 10:00 o'clock a.m., Washington, DC time, on the date specified by the Representatives in the written notice of the Underwriters' election to purchase such Optional Shares, or such other time and date as the Representatives and the Company and may agree. Payment of the purchase price for the Optional Shares shall be made by the Underwriters by a wire transfer of immediately available funds to an account designated by the Selling Stockholders may agreeShareholder. Such time and date for delivery of Optional Shares Shares, if not the Closing Date, is herein called the "Option Closing Date." Payment for the Optional Shares shall be made by wire transfer or certified or bank cashier's check in Federal (next day) funds, payable to the order of the Company or the applicable Selling Stockholders upon delivery to the Representatives of certificates representing the Optional Shares being purchased for the respective accounts of the Underwriters. The certificates representing the Optional Shares to be delivered shall be in such denominations and registered in such names as the Representatives request not less than forty-eight (48) hours prior to the Option Closing Date, and shall be made available to the Representatives for inspection, checking and packaging at the aforesaid office of the Company's transfer agent or correspondent not less than twenty-four (24) hours prior to such Closing Date".
(c) The documents to be delivered at on the Closing Date or any Option Closing Date, as the case may be, by or on behalf of the parties hereto pursuant to Section 8 hereof, including the cross-receipt for the Shares and any additional documents requested by the Underwriters, will be delivered to at the offices of Xxxxxxx, Baetjer and & Xxxxxx, LLP, 1800 Mercantile Bank & Trust Building, Two 0 Xxxxxxx PlazaXxxxx, Baltimore, Maryland 21201 21201, or such other location as may be agreed upon by the Representatives and the Company or the Selling Stockholders, as the case may be designate (the "Closing Location"), and the Shares will be delivered at the Designated Office, on the Closing Date or the Option Closing Date, as the case may be.
(d) A meeting will be held at the Closing Location at 2:00 p.m., Washington, D.C. DC time, on the business day next preceding Closing Date or any Option Closing Date, as the case may be, or at such other time as is mutually agreed upon by the parties hereto, at which meeting the final drafts of the documents to be delivered pursuant to the preceding paragraph will be available for review by the parties hereto.
Appears in 1 contract
Delivery of and Payment for the Shares. (a) The Company shall deliver or cause to be delivered to the Representatives for the account of each Underwriter certificates for the Firm Shares and the Optional Shares to be purchased by each Underwriter hereunderpursuant to the Pricing Agreement relating thereto, in definitive form, the form specified in such Pricing Agreement and in such authorized denominations and registered, registered in such names as the Representatives may request upon at least fortytwenty-eight (48) four hours' prior written notice to the Company shall be delivered by Company, against payment to or on behalf upon the order of the Company to the Representatives, for the account of such Underwriter, against payment by or on behalf of such Underwriter of the purchase price therefor by certified or official bank check or wire transfer in Federal same-day funds unless otherwise specified in the Pricing Agreement (same daya) funds. The Company will cause the certificates representing the Firm Shares to be made available for checking and packaging at least twenty-four (24) hours prior to the Closing Date (as defined below) with respect thereto at the office of Xxxxxx, Xxxxx Xxxxx, Incorporated, 0000 Xxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000 or such other location as the Representatives may reasonably designate (the "Designated Office"). The time and date of such delivery and payment shall be, with respect to the Firm Shares, all in the manner and at 10:00 o'clock a.m.the place and time and date specified in such Pricing Agreement or at such other place and time and date as the Representatives and the Company may agree upon in writing, Washingtonsuch time and date being herein called the "First Time of Delivery" and (b) with respect to the Optional Shares, DC timeif any, on ______________________in the manner and at the time and date specified by the Representatives in the written notice given by the Representatives of the Underwriters' election to purchase such Optional Shares, 1998 or at such other time and date as the Representatives and the Company may agree. Such agree upon in writing, such time and date, if not the First Time of Delivery, herein called the "Second Time of Delivery." Each such time and date for delivery is herein called a "Time of Delivery." Time shall be of the essence, and delivery at the time and place specified pursuant to this Agreement is a further condition of the obligation of each Underwriter hereunder. The Company shall make the certificates for the Firm Shares is herein called the "Closing Date," which shall also be the closing date for the Merger and the IDP Acquisition.
(b) Delivery and payment of any Optional Shares to be purchased by each Underwriter pursuant hereto shall be made at to the Designated Office at 10:00 o'clock a.m., Washington, DC time, on the date specified Pricing Agreement relating thereto available for inspection by the Representatives in the written notice of the Underwriters' election to purchase such Optional SharesNew York, or such other time and date as the Representatives and Company and the Selling Stockholders may agree. Such time and date for delivery of Optional Shares is herein called the "Option Closing Date." Payment for the Optional Shares shall be made by wire transfer or certified or bank cashier's check in Federal (next day) fundsNew York, payable to the order of the Company or the applicable Selling Stockholders upon delivery to the Representatives of certificates representing the Optional Shares being purchased for the respective accounts of the Underwriters. The certificates representing the Optional Shares to be delivered shall be in such denominations and registered in such names as the Representatives request not less later than forty-eight (48) hours one full business day prior to the Option Closing Date, and shall be made available to the Representatives for inspection, checking and packaging at the aforesaid office Time of the Company's transfer agent or correspondent not less than twenty-four (24) hours prior to such Closing DateDelivery.
(c) The documents to be delivered at the Closing Date or Option Closing Date, as the case may be, by or on behalf of the parties hereto pursuant to Section 8 hereof, including the cross-receipt for the Shares and any additional documents requested by the Underwriters, will be delivered to the offices of Xxxxxxx, Baetjer and Xxxxxx, LLP, 1800 Mercantile Bank & Trust Building, Two Xxxxxxx Plaza, Baltimore, Maryland 21201 or such other location as may be agreed upon by the Representatives and the Company or the Selling Stockholders, as the case may be (the "Closing Location"), and the Shares will be delivered at the Designated Office, on the Closing Date or the Option Closing Date, as the case may be.
(d) A meeting will be held at the Closing Location at 2:00 p.m., Washington, D.C. time, on the business day next preceding Closing Date or Option Closing Date, as the case may be, or at such other time as is mutually agreed upon by the parties hereto, at which meeting the final drafts of the documents to be delivered pursuant to the preceding paragraph will be available for review by the parties hereto.
Appears in 1 contract
Samples: Underwriting Agreement (Mapco Inc)