Delivery of and Payment for the Units. Delivery of and payment for the Firm Units (including the Deferred Discount) shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the Company. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the Representatives, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 12 contracts

Samples: Underwriting Agreement (Power & Digital Infrastructure Acquisition II Corp.), Underwriting Agreement (Power & Digital Infrastructure Acquisition II Corp.), Underwriting Agreement (TortoiseEcofin Acquisition Corp. III)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units (including the Deferred Discount) shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the Company. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the Representatives, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 10 contracts

Samples: Underwriting Agreement (Spindletop Health Acquisition Corp.), Underwriting Agreement (Anthemis Digital Acquisitions I Corp), Underwriting Agreement (Spindletop Health Acquisition Corp.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units (including the Deferred Discount) shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the Company. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the Representatives, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 7 contracts

Samples: Underwriting Agreement (Rice Acquisition Corp. II), Underwriting Agreement (Rice Acquisition Corp. II), Underwriting Agreement (Aurora Acquisition Corp.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the Company. This date and time ~~are~~ is sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the aggregate purchase price of the Firm Units being sold by the Company to or upon the order of the Company ~~of the purchase price~~ by wire transfer in immediately available funds to the ~~accounts~~ account specified by the Company. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the Representatives, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase ~~prices~~ price of the Additional Units being sold by the Company to or upon the order of the Company ~~of the purchase price~~ by wire transfer in immediately available funds to the ~~accounts~~ account specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 7 contracts

Samples: Underwriting Agreement (TPB Acquisition Corp I), Underwriting Agreement (TPB Acquisition Corp I), Underwriting Agreement (TPB Acquisition Corp I)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units (including the Deferred Discount) shall be made at 10:00 A.M., New York City time, on the ~~third~~ second full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the Company. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the Representatives, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 4 contracts

Samples: Underwriting Agreement (Finserv Acquisition Corp. II), Underwriting Agreement (Finserv Acquisition Corp. II), Underwriting Agreement (FinServ Acquisition Corp.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of ~~The~~ the Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that ~~this~~ the date and time when the Option Units are to be delivered shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised; provided further, however, that if the option is exercised prior to the Initial Delivery Date, the date and time when the Option Units are to be delivered shall be the Initial Delivery Date. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On ~~each Additional Unit~~ the Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 4 contracts

Samples: Underwriting Agreement (SunCoke Energy Partners, L.P.), Underwriting Agreement (SunCoke Energy Partners, L.P.), Underwriting Agreement (SunCoke Energy Partners, L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date ~~or place~~ and time as shall be determined by agreement ~~between~~ among the ~~Representatives~~ Representatives, the Selling Unitholder and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Selling Unitholder to or upon the order of the ~~Company~~ Selling Unitholder of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Selling Unitholder. 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~~ Selling Unitholder shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 3 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Selling Unitholder by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 3 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Selling Unitholder and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date ~~or place~~ and time as shall be determined by agreement ~~between~~ among the ~~Representatives~~ Representatives, the Selling Unitholder and the ~~Company~~Partnership. On ~~each Additional~~ the Option Unit Delivery Date, the ~~Company~~ Selling Unitholder shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Selling Unitholder to or upon the order of the ~~Company~~ Selling Unitholder of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Selling Unitholder. 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~~ Selling Unitholder shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 4 contracts

Samples: Underwriting Agreement (BreitBurn Energy Partners L.P.), Underwriting Agreement (Quicksilver Resources Inc), Underwriting Agreement (BreitBurn Energy Partners L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units (including the Deferred Discount) shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the Company. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the ~~Representatives~~ Representative for the account of each Underwriter against payment by the several Underwriters through the ~~Representatives~~ Representative and of the aggregate purchase price of the Firm Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the ~~Representatives~~ Representative shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the ~~Representatives~~Representative; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the ~~Representatives~~Representative, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the ~~Representatives~~ Representative shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the ~~Representatives~~ Representative for the account of each Underwriter, against payment by the several Underwriters through the ~~Representatives and~~ Representative of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the ~~Representatives~~ Representative shall otherwise instruct.

Appears in 4 contracts

Samples: Underwriting Agreement (Icg Hypersonic Acquisition Corp), Underwriting Agreement (Queen's Gambit Growth Capital II), Underwriting Agreement (Queen's Gambit Growth Capital)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Xxxxxxx Xxxxx LLP at 10:00 A.M., ~~New York City~~ Eastern time, on the third full business day following the date of this Agreement or at such other ~~date~~ date, time or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” On the Initial Delivery of Date, the Partnership shall deliver the Firm Units ~~shall be made~~ to the Representatives for the account of each Underwriter against payment by the several Underwriters ~~through the Representatives and~~ of the aggregate purchase price of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. Time shall be of the essence, and delivery of the Firm Units at the time and place specified pursuant to this Agreement is a further condition of the obligation of each Underwriter hereunder. The ~~Company~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust ~~Company~~ Company, New York, New York (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership) at 10:00 A.M., Eastern time, on such Option Unit Delivery Date. On ~~each Additional~~ such Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter in book entry form through the facilities of DTC against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. Time shall be of the essence, and delivery of the Option Units at the time and place specified pursuant to this Agreement is a further condition of the obligation of each Underwriter hereunder~~. The Company shall deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 3 contracts

Samples: Underwriting Agreement (Boardwalk Pipeline Partners, LP), Underwriting Agreement (Boardwalk Pipeline Partners, LP), Underwriting Agreement (Boardwalk Pipeline Partners, LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Selling Unitholder. This date and time are sometimes referred to as the “Initial Delivery Date.” ”. Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Selling Unitholder to or upon the order of the ~~Company~~ Selling Unitholder of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Selling Unitholder. 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~~ Selling Unitholder shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 3 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership and the Selling Unitholder by the Representatives; ~~provided~~ provided, however, that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 3 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” ”, and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Selling Unitholder and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Selling Unitholder. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Selling Unitholder shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Selling Unitholder to or upon the order of the ~~Company~~ Selling Unitholder of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Selling Unitholder. 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~~ Selling Unitholder shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 3 contracts

Samples: Underwriting Agreement (EQT GP Holdings, LP), Underwriting Agreement (EQT GP Holdings, LP), Underwriting Agreement (EQT GP Holdings, LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date ~~or place~~ as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust ~~Company~~ Company, New York, New York (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date ~~nor~~ nor, with respect to any Option Securities to be delivered after the Initial Delivery Date, earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date ~~or place~~ as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On ~~each Additional Unit~~ the Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 3 contracts

Samples: Underwriting Agreement (Global Partners Lp), Underwriting Agreement (Global Partners Lp), Underwriting Agreement (Global Partners Lp)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00~~ 9 A.M., New York City time, on the third full business day following the date of this Agreement or at such other ~~date or~~ date, time and/or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the ~~several~~ Underwriters ~~through the Representatives and~~ of the aggregate purchase price of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. Time shall be of the essence, and delivery of the Firm Units at the time and place specified pursuant to this Agreement is a further condition of the ~~obligation~~ obligations of ~~each Underwriter~~ the Underwriters hereunder. The ~~Company~~ Partnership shall deliver the ~~Firm~~ Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 hereof will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 hereof will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which ~~the Additional~~ such Option Units are to be registered, the denominations in which ~~the Additional~~ such Option Units are to be issued and the ~~date~~ date, time and ~~time~~place, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery ~~Date~~ Date, nor (if this date is not the Initial Delivery Date) earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been ~~exercised~~ exercised, nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the ~~several~~ Underwriters ~~through the Representatives~~ shall be made at ~~10:00 A.M., New York City time,~~ the place and time and on the date specified in the corresponding notice described in the preceding paragraph or at such other ~~date or~~ date, time and/or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On ~~each Additional~~ the Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the ~~several~~ Underwriters ~~through the Representatives and~~ of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. Time shall be of the essence, and delivery of the Option Units at the time and place specified pursuant to this Agreement is a further condition of the ~~obligation~~ obligations of ~~each Underwriter~~ the Underwriters to purchase the Option Units hereunder. The ~~Company~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 3 contracts

Samples: Underwriting Agreement (Buckeye Partners, L.P.), Underwriting Agreement (Buckeye Partners, L.P.), Buckeye Partners, L.P.

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriters and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to ~~the Representatives~~ Xxxxx Fargo Securities, LLC for the account of each Underwriter against payment by the several Underwriters through ~~the Representatives and~~ Xxxxx Fargo Securities, LLC of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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 deliver~~ Delivery of the Firm Units shall be made through the facilities of The Depository Trust Company ~~(“DTC”)~~ unless the ~~Representatives~~ Underwriters shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the ~~Representatives~~Underwriters; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Underwriters, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct.”

Appears in 3 contracts

Samples: Underwriting Agreement (Crosstex Energy Lp), Underwriting Agreement (Crosstex Energy Lp), Underwriting Agreement (Crosstex Energy Lp)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00 A.M.~~the offices of Xxxxxxx Xxxxx LLP, ~~New York City~~ 000 Xxxxxx, Suite 4200, Houston, Texas 77002, beginning at 8:30 a.m., Houston, Texas time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “~~Initial~~ First Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase price of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment~~ Option granted in Section 2 will expire 45 thirty (30) days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment~~ Option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an a “~~Additional Unit~~ Second Delivery Date,” and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement between the Representatives and the ~~Company. On each Additional Unit~~ Partnership) beginning at 8:30 a.m., Houston, Texas time, on such Second Delivery Date, . Delivery of the ~~Company~~ Option Units shall ~~deliver, or cause to~~ be ~~delivered, the Additional Units,~~ made to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Sunoco Logistics Partners L.P.), Underwriting Agreement (Sunoco Logistics Partners L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this ~~Agreement~~ Agreement, at the offices of Xxxxx Xxxxx L.L.P., 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000, or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriter and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” ”. Delivery of the Firm Units shall be made to the ~~Representatives for the~~ account of ~~each~~ the Underwriter against payment by the ~~several Underwriters through the Representatives and~~ Underwriter of the aggregate purchase price of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ the Underwriter hereunder. The ~~Company~~ Partnership shall deliver the Firm Units through the facilities of ~~The~~ the Depository Trust Company (“DTC”) unless the ~~Representatives~~ Underwriter shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the ~~Representatives~~Underwriter; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Underwriter, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised; provided further, however, that if the option is exercised prior to the Initial Delivery Date, the date and time when the Option Units are to be delivered shall be the Initial Delivery Date. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” ”, and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the ~~several Underwriters through the Representatives~~ Underwriter shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph at the offices of Xxxxx Xxxxx L.L.P., 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000, or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriter and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to ~~the Representatives for~~ the account of ~~each Underwriter,~~ the Underwriter against payment by the ~~several Underwriters through the Representatives and~~ Underwriter of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ the Underwriter hereunder. The ~~Company~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the ~~Representatives~~ Underwriter shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Shell Midstream Partners, L.P.), Underwriting Agreement (Shell Midstream Partners, L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on ~~the third full business day following the date of this Agreement~~ December 21, 2005, or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Selling Unitholder Parties. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Selling Unitholder Parties to or upon the order of the ~~Company of the purchase price~~ Selling Unitholder Parties by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Selling Unitholder Parties. 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 deliver~~ Delivery of the Firm Units shall be made through the facilities of The Depository Trust Company ~~(“DTC”)~~ unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 3 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Selling Unitholder Parties by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 3 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ shares of Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 5 (or at such other ~~date or~~ place as shall be determined by agreement between the Representatives and the ~~Company. On each Additional~~ Selling Unitholder Parties) at 10:00 A.M., New York City time, on such Option Unit Delivery Date, . Delivery of the ~~Company~~ Firm Units shall ~~deliver, or cause to~~ be ~~delivered, the Additional Units,~~ made to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units ~~being sold by the Company~~ to or upon the order of the ~~Company of the purchase price~~ Selling Unitholder Parties by wire transfer in immediately available funds to the ~~accounts~~ account(s) specified by the ~~Company~~Selling Unitholder Parties. 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~~ Delivery of the Option Units shall ~~deliver the Additional Units~~ be made through the facilities of ~~DTC~~ The Depository Trust Company unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Burlington Resources Inc), Underwriting Agreement (Permian Basin Royalty Trust)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Diamondback Energy, Inc.), Underwriting Agreement (Viper Energy Partners LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Axxxxxx Xxxxx LLP at 10:00 A.M., ~~New York City~~ Eastern time, on the ~~third~~ fourth full business day following the date of this Agreement or at such other ~~date~~ date, time or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” On the Initial Delivery of Date, the Partnership shall deliver the Firm Units ~~shall be made~~ to the Representatives for the account of each Underwriter against payment by the several Underwriters ~~through the Representatives and~~ of the aggregate purchase price of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. Time shall be of the essence, and delivery of the Firm Units at the time and place specified pursuant to this Agreement is a further condition of the obligation of each Underwriter hereunder. The ~~Company~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust ~~Company~~ Company, New York, New York (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership) at 10:00 A.M., Eastern time, on such Option Unit Delivery Date. On ~~each Additional~~ such Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter in book entry form through the facilities of DTC against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. Time shall be of the essence, and delivery of the Option Units at the time and place specified pursuant to this Agreement is a further condition of the obligation of each Underwriter hereunder~~. The Company shall deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 2 contracts

Samples: Underwriting Agreement (Boardwalk Pipeline Partners, LP), Underwriting Agreement (Boardwalk Pipeline Partners, LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 ~~A.M.~~a.m., New York City time, on ~~the third full business day following the date of this Agreement~~ September 11, 2017 or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representatives, the Partnership and the ~~Company~~Selling Unitholder. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Selling Unitholder to or upon the order of the ~~Company~~ Selling Unitholder of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Selling Unitholder. 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~~ Selling Unitholder shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 3 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Selling Unitholder by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 3 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time when the Option Units are to be delivered shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Selling Unitholder and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 ~~A.M.~~a.m., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Selling Unitholder. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Selling Unitholder shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Selling Unitholder to or upon the order of the ~~Company~~ Selling Unitholder of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Selling Unitholder. 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~~ Selling Unitholder shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Antero Midstream Partners LP), Agreement

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units (including the Deferred Discount) shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the Company. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the ~~Representatives~~ Representative for the account of each Underwriter against payment by the several Underwriters through the ~~Representatives~~ Representative and of the aggregate purchase price of the Firm Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the ~~Representatives~~ Representative shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the ~~Representatives~~Representative; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the ~~Representatives~~Representative, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any ~~Additional~~ Over-Allotment Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the ~~Representatives~~ Representative shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the Company. On each ~~Additional~~ Over-Allotment Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the ~~Representatives~~ Representative for the account of each Underwriter, against payment by the several Underwriters through the ~~Representatives and~~ Representative of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the ~~Representatives~~ Representative shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Digital Transformation Opportunities Corp.), Underwriting Agreement (Digital Transformation Opportunities Corp.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 ~~A.M.~~a.m., New York City time, on ~~the third full business day following the date of this Agreement~~ May 28, 2019 or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 ~~A.M.~~a.m., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional~~ Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Rattler Midstream Lp), Underwriting Agreement (Diamondback Energy, Inc.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Xxxxx Xxxxx L.L.P., One Shell Plaza, 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000-0000, at 10:00 A.M., New York City time, on the ~~third~~ fourth full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriter and the ~~Company~~Partnership. This date and time are sometimes referred to as the “~~Initial~~ First Delivery Date.” On the First Delivery of Date, the Partnership shall cause its transfer agent to deposit as original issue the Firm Units ~~shall be made~~ pursuant to the ~~Representatives~~ Full Fast Delivery Program of The Depository Trust Company (“DTC”) for the account of each Underwriter against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by ~~the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day~~each Underwriter. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by ~~the Representatives~~each Underwriter, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an a “~~Additional Unit~~ Second Delivery Date,” and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at the place specified in the first sentence of the first paragraph of this Section 4 (or at such other place as shall be determined by agreement between each Underwriter and the Partnership) at 10:00 A.M., New York City time, on ~~the date specified in the corresponding notice described in the preceding paragraph or at~~ such ~~other date or place as shall be determined by agreement between the Representatives and the Company~~Second Delivery Date. On ~~each Additional Unit~~ such Second Delivery Date, the ~~Company~~ Partnership shall ~~deliver, or~~ cause its transfer agent to ~~be delivered,~~ deposit as original issue the ~~Additional Units,~~ Option Units pursuant to the ~~Representatives~~ Full Fast Delivery Program of the DTC for the account of each ~~Underwriter,~~ Underwriter against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 2 contracts

Samples: Underwriting Agreement (K-Sea Transportation Partners Lp), Underwriting Agreement (K-Sea Transportation Partners Lp)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Sponsor. This date and time are sometimes referred to as the “Initial Delivery Date.” ”. Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Sponsor to or upon the order of the ~~Company~~ Sponsor of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Sponsor. 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~~ Sponsor shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 3 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Sponsor by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 3 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” ”, and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Sponsor and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Sponsor. On ~~each Additional~~ the Option Unit Delivery Date, the ~~Company~~ Sponsor shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Sponsor to or upon the order of the ~~Company~~ Sponsor of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Sponsor. 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~~ Sponsor shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Hi-Crush Partners LP), Underwriting Agreement (Hi-Crush Partners LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” ”. Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and of the aggregate purchase price of the Firm Units being sold by the Company to or upon the order of the Company~~ of the purchase price by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (the “DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” ”, and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company~~ of the purchase price by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Enviva Partners, LP), Management Services Agreement (Enviva Partners, LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of [Xxxxxx & Xxxxxx L.L.P., New York City, New York], at 10:00 A.M., New York City time, on the ~~third~~ fourth full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between ~~the Representatives~~ Xxxxxx Brothers Inc. and the ~~Company~~Partnership. This date and time are sometimes referred to as the ~~“Initial~~ "First Delivery Date.” " Delivery of ~~the~~ Firm Units shall be made to ~~the Representatives~~ Xxxxxx Brothers Inc. for the account of each Underwriter against payment by the several Underwriters through ~~the Representatives and~~ Xxxxxx Brothers Inc. of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. 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 deliver the~~ Delivery of Firm Units shall be made through the facilities of The Depository Trust Company (“"DTC”") unless ~~the Representatives~~ Xxxxxx Brothers Inc. shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by ~~the Representatives~~Xxxxxx Brothers Inc.; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by ~~the Representatives~~Xxxxxx Brothers Inc., when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as ~~an “Additional Unit~~ a "Second Delivery Date,” " and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a “"Delivery Date.” " Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at the place specified in the first sentence of the first paragraph of this Section 4 (or at such other place as shall be determined by agreement between Xxxxxx Brothers Inc. and the Partnership) at 10:00 A.M., New York City time, on such Second Delivery Date. Delivery of the ~~date specified in the corresponding notice described in the preceding paragraph or at such other date or place as~~ Option Units shall be ~~determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause~~ made to ~~be delivered, the Additional Units, to the Representatives~~ Xxxxxx Brothers Inc. for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through ~~the Representatives and~~ Xxxxxx Brothers Inc. of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. 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~~ Delivery of Option Units shall ~~deliver the Additional Units~~ be made through the facilities of DTC unless ~~the Representatives~~ Xxxxxx Brothers Inc. shall otherwise instruct.

Appears in 2 contracts

Samples: Letter Agreement (Global Partners LP), Global Partners LP

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company to or upon the order of the Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment~~ Option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment~~ Option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment~~ Option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On ~~each Additional~~ the Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional Units~~ Option Unit being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Williams Pipeline Partners L.P.), Letter Agreement (Williams Pipeline Partners L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement at the offices of Xxxxxxx Xxxxx LLP, 000 Xxxxxx Xx., Suite 4200, Houston, Texas 77002, or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the ~~Representatives~~ Representative for the account of each Underwriter against payment by the several Underwriters through the ~~Representatives and~~ Representative of the aggregate purchase price of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the ~~Representatives~~ Representative shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the ~~Representatives~~Representative; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the ~~date and time~~date, as determined by the ~~Representatives~~Representative, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the ~~Representatives~~ Representative shall be made at 10:00 A.M., New York City time, at the offices of Xxxxxxx Xxxxx LLP, 000 Xxxxxx Xx., Suite 4200, Houston, Texas 77002, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the ~~Company~~Partnership. On ~~each Additional Unit~~ the Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the ~~Representatives~~ Representative for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the ~~Representatives and~~ Representative of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the ~~Representatives~~ Representative shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Rose Rock Midstream, L.P.), Underwriting Agreement (Rose Rock Midstream, L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Xxxxxx & Xxxxxx L.L.P. at 10:00 A.M., New York City time, on the ~~third~~ fourth full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriter, the Selling Unitholder and the ~~Company~~Partnership. This date and time are sometimes referred to as the “~~Initial~~ First Delivery Date.” On the First Delivery of Date, the Selling Unitholder shall deliver or cause to be delivered certificates representing the Firm Units ~~shall be made~~ to the ~~Representatives~~ Underwriter for the account of ~~each~~ the Underwriter against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Selling Unitholder of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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~~ the Underwriter hereunder. The ~~Company shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment Option~~ option granted in Section 3 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Selling Unitholder by the ~~Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day~~Underwriter. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be ~~issued~~ purchased and the date and time, as determined by the ~~Representatives~~Underwriter, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an the “~~Additional Unit~~ Second Delivery Date,” and the ~~Initial~~ First Delivery Date and ~~any Additional Unit~~ the Second Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at the place specified in the first sentence of the first paragraph of this Section 5 (or at such other place as shall be determined by agreement between the Underwriter and the Selling Unitholder) at 10:00 A.M., New York City time, on the ~~date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company~~Second Delivery Date. On ~~each Additional Unit~~ the Second Delivery Date, the ~~Company~~ Selling Unitholder shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered certificates representing the ~~Additional Units,~~ Option Units to the ~~Representatives~~ Underwriter for the account of ~~each Underwriter,~~ the Underwriter against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Selling Unitholder of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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~~ the Underwriter hereunder~~. The Company shall deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 2 contracts

Samples: Underwriting Agreement (Penn Virginia Resource Partners L P), Underwriting Agreement (Penn Virginia Resource Partners L P)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00~~ [10:00] A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” ”. Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” ”, and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at ~~10:00~~ [10:00] A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional~~ Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Noble Midstream Partners LP), Underwriting Agreement (Noble Midstream Partners LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Xxxxxx & Xxxxxxx LLP, 000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 at 10:00 A.M., New York, New York ~~City~~ time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “~~Initial~~ First Delivery Date.” On the First Delivery of Date, the Partnership shall deliver or cause to be delivered the Firm Units ~~shall be made~~ to the Representatives for the account of each Underwriter in book entry form through the facilities of The Depository Trust Company (“DTC”) against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment~~ Option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment~~ Option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment~~ Option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an a “~~Additional Unit~~ Second Delivery Date,” and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership) at 10:00 A.M., New York, New York time, on such Second Delivery Date. On ~~each Additional Unit~~ such Second Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter in book entry form through the facilities of DTC against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 2 contracts

Samples: Williams Partners L.P., Williams Partners L.P.

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00 A.M.~~the offices of Xxxxxx & Xxxxxxx LLP, 000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 at 10:00A.M., New York, New York ~~City~~ time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership. This date and time are ~~sometimes referred to as~~ herein called the “~~Initial~~ First Delivery Date.” On the First Delivery of Date, the Partnership shall deliver or cause to be delivered the Firm Units ~~shall be made~~ to the Representatives for the account of each Underwriter in book entry form through the facilities of The Depository Trust Company (“DTC”) against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment~~ Option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment~~ Option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment~~ Option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is ~~sometimes referred to as an~~ herein called a “~~Additional Unit~~ Second Delivery Date,” and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are ~~sometimes~~ each ~~referred to as~~ herein called a “Delivery Date.” Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership) at 10:00 A.M., New York, New York time, on such Second Delivery Date. On ~~each Additional Unit~~ such Second Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter in book entry form through the facilities of DTC against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 2 contracts

Samples: Letter Agreement (Williams Partners L.P.), Williams Partners L.P.

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on ~~the third full business day following the date of this Agreement~~ August 8, 2005, or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Selling Unitholder Parties. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Selling Unitholder Parties to or upon the order of the ~~Company of the purchase price~~ Selling Unitholder Parties by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Selling Unitholder Parties. 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 deliver~~ Delivery of the Firm Units shall be made through the facilities of The Depository Trust Company ~~(“DTC”)~~ unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 3 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Selling Unitholder Parties by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 3 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ shares of Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 5 (or at such other ~~date or~~ place as shall be determined by agreement between the Representatives and the ~~Company. On each Additional~~ Selling Unitholder Parties) at 10:00 A.M., New York City time, on such Option Unit Delivery Date, . Delivery of the ~~Company~~ Firm Units shall ~~deliver, or cause to~~ be ~~delivered, the Additional Units,~~ made to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units ~~being sold by the Company~~ to or upon the order of the ~~Company of the purchase price~~ Selling Unitholder Parties by wire transfer in immediately available funds to the ~~accounts~~ account(s) specified by the ~~Company~~Selling Unitholder Parties. 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~~ Delivery of the Option Units shall ~~deliver the Additional Units~~ be made through the facilities of ~~DTC~~ The Depository Trust Company unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Burlington Resources Inc), Underwriting Agreement (Permian Basin Royalty Trust)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriters and the Company. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the ~~Representatives for the account of each Underwriter~~ Underwriters against payment by the ~~several~~ Underwriters ~~through the Representatives and~~ of the respective aggregate purchase price of the Firm Units being sold by the Company ~~to or upon the order of the Company of the purchase price~~ by wire transfer in immediately available funds to the accounts specified by the Company. 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~~ the Underwriters hereunder. The Company shall deliver the Common Stock issued as part of the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the ~~Representatives~~ Underwriters shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 of this Agreement will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the ~~Representatives~~Underwriters; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 of this Agreement will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Underwriters, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the Company and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the ~~several~~ Underwriters ~~through the Representatives~~ shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriters and the Company. On ~~each Additional Unit~~ the Option Units Delivery Date, the Company shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the ~~Representatives for the account of each Underwriter,~~ Underwriters against payment by the ~~several~~ Underwriters ~~through the Representatives and~~ of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the Company ~~to or upon the order of the Company of the purchase price~~ by wire transfer in immediately available funds to the accounts specified by the Company. 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~~ the Underwriters hereunder. The Company shall deliver the ~~Additional~~ Common Stock issued as part of the Option Units through the facilities of DTC unless the ~~Representatives~~ Underwriters shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Lightpath Technologies Inc), Underwriting Agreement (Lightpath Technologies Inc)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the ~~third~~ fourth full business day following the date of this Agreement or at such other ~~date or~~ date, time and/or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the ~~several~~ Underwriters ~~through the Representatives and~~ of the aggregate purchase price of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. Time shall be of the essence, and delivery of the Firm Units at the time and place specified pursuant to this Agreement is a further condition of the ~~obligation~~ obligations of ~~each Underwriter~~ the Underwriters hereunder. The ~~Company~~ Partnership shall deliver the ~~Firm~~ Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 hereof will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 hereof will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which ~~the Additional~~ such Option Units are to be registered, the denominations in which ~~the Additional~~ such Option Units are to be issued and the ~~date~~ date, time and ~~time~~place, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery ~~Date~~ Date, nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been ~~exercised~~ exercised, nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the ~~several~~ Underwriters ~~through the Representatives~~ shall be made at ~~10:00 A.M., New York City time,~~ the place and time and on the date specified in the corresponding notice described in the preceding paragraph or at such other ~~date or~~ date, time and/or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On ~~each Additional~~ the Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the ~~several~~ Underwriters ~~through the Representatives and~~ of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. Time shall be of the essence, and delivery of the Option Units at the time and place specified pursuant to this Agreement is a further condition of the ~~obligation~~ obligations of ~~each Underwriter~~ the Underwriters to purchase the Option Units hereunder. The ~~Company~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Buckeye Partners L P), Underwriting Agreement (Buckeye Partners L P)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On ~~each Additional Unit~~ the Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Summit Midstream Partners, LP), Underwriting Agreement (Summit Midstream Partners, LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units (including the Deferred Discount) shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the Company. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the ~~Representatives~~ Representative for the account of each Underwriter against payment by the several Underwriters through the ~~Representatives~~ Representative and of the aggregate purchase price of the Firm Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the ~~Representatives~~ Representative shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the ~~Representatives~~Representative; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the ~~Representatives~~Representative, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the ~~Representatives~~ Representative shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the ~~Representatives~~ Representative for the account of each Underwriter, against payment by the several Underwriters through the ~~Representatives~~ Representative and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the ~~Representatives~~ Representative shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Pegasus Digital Mobility Acquisition Corp.), Underwriting Agreement (Pegasus Digital Mobility Acquisition Corp.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date ~~or place~~ and time as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 ~~A.M.,~~ A.M. New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date ~~or place~~ and time as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership. On ~~each Additional~~ the Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (BreitBurn Energy Partners L.P.), Underwriting Agreement (BreitBurn Energy Partners L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units (including the Deferred Discount) shall be made at 10:00 A.M., New York City time, on the ~~third~~ second full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the Company. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the ~~Representatives~~ Representative for the account of each Underwriter against payment by the several Underwriters through the ~~Representatives~~ Representative and of the aggregate purchase price of the Firm Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the ~~Representatives~~ Representative shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the ~~Representatives~~Representative; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the ~~Representatives~~Representative, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the ~~Representatives~~ Representative shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the ~~Representatives~~ Representative for the account of each Underwriter, against payment by the several Underwriters through the ~~Representatives~~ Representative and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the ~~Representatives~~ Representative shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Motion Acquisition Corp.), Underwriting Agreement (Motion Acquisition Corp.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 ~~A.M.~~a.m., New York City time, on ~~the third full business day following the date of this Agreement~~ March 30, 2016 or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representatives, the Partnership and the ~~Company~~Selling Unitholder. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Selling Unitholder to or upon the order of the ~~Company~~ Selling Unitholder of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Selling Unitholder. 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~~ Selling Unitholder shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 3 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Selling Unitholder by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 3 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time when the Option Units are to be delivered shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Selling Unitholder and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 ~~A.M.~~a.m., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Selling Unitholder. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Selling Unitholder shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Selling Unitholder to or upon the order of the ~~Company~~ Selling Unitholder of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Selling Unitholder. 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~~ Selling Unitholder shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Antero Midstream Partners LP), Underwriting Agreement

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Trust. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 3 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 3 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the Company and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On ~~each Additional Unit~~ the Option Units Delivery Date, the Company shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 2 contracts

Samples: Underwriting Agreement (Enduro Royalty Trust), Underwriting Agreement (Enduro Royalty Trust)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date ~~or place~~ as shall be determined by agreement between the ~~Representatives~~ Representative and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the ~~Representatives~~ Representative for the account of each Underwriter against payment by the several Underwriters through the ~~Representatives~~ Representative and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust ~~Company~~ Company, New York, New York (“DTC”) unless the ~~Representatives~~ Representative shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the ~~Representatives~~Representative; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Representative, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date ~~nor~~ nor, with respect to any Option Securities to be delivered after the Initial Delivery Date, earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the ~~Representatives~~ Representative shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date ~~or place~~ as shall be determined by agreement between the ~~Representatives~~ Representative and the ~~Company~~Partnership. On ~~each Additional Unit~~ the Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the ~~Representatives~~ Representative for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the ~~Representatives~~ Representative and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the ~~Representatives~~ Representative shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Global Partners Lp)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00 A.M.~~the offices of Xxxxxx & Xxxxxx L.L.P. beginning at 8:30 a.m., ~~New York City~~ Houston, Texas time, on the ~~third~~ fourth full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between ~~the Representatives~~ Xxxxxx Brothers Inc. and the ~~Company~~Partnership. This date and time are sometimes referred to as the “~~Initial~~ First Delivery Date.” On the First Delivery of Date, the Partnership shall cause its transfer agent to deposit as original issue the Firm Units ~~shall be made~~ pursuant to the ~~Representatives for the account~~ Full Fast Delivery Program of ~~each Underwriter~~ The Depository Trust Company (“DTC”) against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment~~ Option granted in Section 2 will expire 45 thirty (30) days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by ~~the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day.~~ Xxxxxx Brothers Inc. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment~~ Option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by ~~the Representatives~~Xxxxxx Brothers Inc., when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an a “~~Additional Unit~~ Second Delivery Date,” and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement between ~~the Representatives~~ Xxxxxx Brothers Inc. and the ~~Company~~Partnership) beginning at 8:30 a.m., Houston, Texas time, on such Second Delivery Date. On ~~each Additional Unit~~ such Second Delivery Date, the ~~Company~~ Partnership shall ~~deliver, or~~ cause its transfer agent to ~~be delivered,~~ deposit as original issue the ~~Additional Units,~~ Option Units pursuant to the ~~Representatives~~ Full Fast Delivery Program of the DTC for the account of each ~~Underwriter,~~ Underwriter against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 1 contract

Samples: Underwriting Agreement (Sunoco Logistics Partners Lp)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this ~~Agreement~~ Agreement, at the offices of Xxxxxx & Xxxxxx L.L.P., 0000 Xxxxxx Xxxxxx, Houston, Texas 77002, or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised; provided further, however, that if the option is exercised prior to the Initial Delivery Date, the date and time when the Option Units are to be delivered shall be the Initial Delivery Date. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at ~~10:00~~ [10:00] A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Columbia Pipeline Partners LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 ~~A.M.~~a.m., New York City time, on ~~the third full business day following the date of this Agreement~~ August 3, 2018 or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 ~~A.M.~~a.m., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Viper Energy Partners LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this ~~Agreement~~ Agreement, at the offices of Xxxxx Xxxxx L.L.P., 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000, or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriter and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” ”. Delivery of the Firm Units shall be made to the ~~Representatives for the~~ account of ~~each~~ the Underwriter against payment by the ~~several Underwriters through the Representatives and~~ Underwriter of the aggregate purchase price of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ the Underwriter hereunder. The ~~Company~~ Partnership shall deliver the Firm Units through the facilities of ~~The~~ the Depository Trust Company (“DTC”) unless the ~~Representatives~~ Underwriter shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the ~~Representatives~~Underwriter; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Underwriter, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised; provided further, however, that if the option is exercised prior to the Initial Delivery Date, the date and time when the Option Units are to be delivered shall be the Initial Delivery Date. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” ”, and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the ~~several Underwriters through the Representatives~~ Underwriter shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. Time shall be of the essence, and delivery at the ~~time and place specified pursuant to this Agreement is a further condition~~ offices of ~~the obligation of each Underwriter hereunder. The Company shall deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct.~~Xxxxx Xxxxx

Appears in 1 contract

Samples: Underwriting Agreement (Shell Midstream Partners, L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Xxxxxx & Xxxxxx L.L.P., 000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, at 10:00 ~~A.M.~~a.m., New York City time, on ~~the third full business day following the date of this Agreement~~ March 31, 2010, or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the aggregate purchase price of the Firm Units ~~being sold by the Company~~ to or upon the order of the ~~Company of the purchase price~~ Selling Unitholder by wire transfer in immediately available funds to the account or accounts specified by the ~~Company~~Selling Unitholder. 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~~ Selling Unitholder shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 3 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Selling Unitholder and the Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 3 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been ~~exercised~~exercised (unless such date is postponed pursuant to Section 11). Each date and time ~~the Additional~~ that any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are each sometimes ~~each~~ referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 ~~A.M.~~a.m., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On ~~each Additional Unit~~ the Option Units Delivery Date, the ~~Company~~ Selling Unitholder shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase prices of the ~~Additional~~ Option Units ~~being sold by the Company~~ to or upon the order of the ~~Company of the purchase price~~ Selling Unitholder by wire transfer in immediately available funds to the account or accounts specified by the ~~Company~~Selling Unitholder. 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~~ Selling Unitholder shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Penn Virginia GP Holdings, L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units (including ~~the Deferred Discount~~any Option Units provided for in Section 2(b) hereof that have been exercised) shall be made at the xxxxxx xx Xxxxxxx Xxxxx LLP, Houston, Texas, beginning at 10:00 A.M., New York City time, on ~~the third full business day following the date of this Agreement~~ April 16, 2010 or at such other date or and time and place as shall be determined by agreement between the Representatives and the ~~Company. This~~ Partnership (such date and time ~~are sometimes referred to as~~ of delivery and payment for the Firm Units being herein called the “~~Initial~~ First Delivery Date.” ”). Delivery of the Firm Units shall be made to the ~~Representatives for the account of each Underwriter~~ Underwriters against payment by the ~~several~~ Underwriters ~~through the Representatives and~~ of the ~~aggregate~~ purchase price ~~of the Firm Units being sold by the Company~~ thereof to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to ~~the accounts~~ an account specified by the ~~Company~~Partnership. Delivery of the Firm Units shall be made in book-entry form through the Full Fast Program of the facilities of The Depository Trust Company (“DTC”) unless the Underwriters shall otherwise instruct. 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 Underwriters. ~~The Company shall~~ If the option provided for in Section 2(b) hereof is exercised after the third business day prior to the First Delivery Date, the Partnership will deliver the ~~Firm~~ Option Units ~~through~~ (at the ~~facilities~~ expense of ~~The Depository Trust Company (“DTC”~~the Partnership) ~~unless~~ to the Underwriters at the place and on the date specified by the Representatives in the noticed given pursuant to Section 2(b) hereof (which shall ~~otherwise instruct. The Over-Allotment Option will expire 45~~ be within five business days after exercise of said option) (the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the Representatives, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “~~Additional Unit~~ Second Delivery Date,” ”, and together with the ~~Initial~~ First Delivery ~~Date and any Additional Unit Delivery Date are sometimes~~ Date, each ~~referred to as~~ a “Delivery Date~~.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount~~”) by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the ~~several~~ Underwriters ~~through the Representatives and~~ of the ~~respective aggregate~~ purchase ~~prices of the Additional Units being sold by the Company~~ price thereof to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer payable in ~~immediately available~~ same-day funds to ~~the accounts~~ an account specified by the ~~Company~~Partnership. ~~Time shall be of~~ If settlement for the ~~essence~~Option Units occurs after the First Delivery Date, the Partnership will deliver to the Underwriters on the settlement date for the Option Units, 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~~ the Underwriters to purchase the Option Units shall ~~deliver~~ be conditioned upon receipt of, supplemental opinions, certificates and letters confirming as of such date the ~~Additional Units through~~ opinions, certificates and letters delivered on the ~~facilities of DTC unless the Representatives shall otherwise instruct~~Closing Date pursuant to Section 7 hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Enterprise Products Partners L P)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Vxxxxx & Exxxxx L.L.P. at [10:00 A.M.], New York City time, on ~~the third full business day following the date of this Agreement~~ [ ], 2007, or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company ~~(“DTC”)~~ unless the Representatives shall otherwise instruct. The ~~Over-Allotment~~ Option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the Representatives; provided ~~that~~ that, if such date falls on a day that is not a business day, the ~~Over-Allotment~~ Option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment~~ Option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an the “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and ~~any Additional~~ the Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership) at [10:00 A.M.], New York City time, on the Option Unit Delivery Date. On ~~each Additional~~ the Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of ~~DTC~~ The Depository Trust Company unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (CDM Resource Partners L P)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00~~ 9:00 A.M., New York City time, on the ~~third full~~ fourth (third, if the pricing occurs before 4:30 P.M. (New York City time) on any given day) business day following the date of this Agreement or at such other date or place as ~~shall~~ may be determined by agreement between the ~~Representatives~~ Representative and the Company. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the ~~Representatives~~ Representative for the account of each Underwriter against payment by the several Underwriters through the ~~Representatives and~~ Representative of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the Company ~~to or upon the order of the Company of the purchase price~~ by wire transfer in immediately available funds to the accounts specified by the Company. 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~~hereunder to purchase the Firm Units. The Company shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“~~DTC”) , if available, unless the ~~Representatives~~ Representative shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 of this Agreement will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the ~~Representatives~~Representative; provided that if such date of expiration falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 of this Agreement will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Representative, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the Company and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the ~~Representatives~~ Representative shall be made at ~~10:00~~ 9:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as ~~shall~~ may be determined by agreement between the ~~Representatives~~ Representative and the Company. On ~~each Additional Unit~~ the Option Units Delivery Date, the Company shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the ~~Representatives~~ Representative for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the ~~Representatives and~~ Representative of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the Company ~~to or upon the order of the Company of the purchase price~~ by wire transfer in immediately available funds to the accounts specified by the Company. 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~~hereunder to purchase the Option Units. The Company shall deliver the ~~Additional~~ Option Units through the facilities of ~~DTC~~ DTC, if available, unless the ~~Representatives~~ Representative shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Planet Beach Franchising Corp)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (( “DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day (or if exercised prior to the Initial Delivery Date, the first business day) after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On ~~each Additional Unit~~ the Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Letter Agreement (Regency Energy Partners LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00~~ the offices of Axxxxxx Xxxxx LLP, 600 Travis, Suite 4200, Houston, Texas 77002 at 9:00 A.M., ~~New York City~~ Houston, Texas time, on the ~~third~~ fourth full business day following the date of this Agreement or at such other date or place as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “~~Initial~~ First Delivery Date.” On the First Delivery of Date, the Partnership shall deliver or cause to be delivered the Firm Units ~~shall be made~~ to the Representatives for the account of each Underwriter in book entry form through the facilities of The Depository Trust Company (“DTC”) against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment~~ Option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment~~ Option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment~~ Option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an a “~~Additional Unit~~ Second Delivery Date,” and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership) at 9:00 A.M., Houston, Texas time, on such Second Delivery Date. On ~~each Additional Unit~~ such Second Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter in book entry form through the facilities of DTC against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 1 contract

Samples: Underwriting Agreement (Williams Partners L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00~~ the offices of Andrews Kurth LLP at 9:00 A.M., ~~New York City~~ Houston time, on the ~~third~~ fourth full business ~~day following the~~ dax xxxxxxxxx xhe date of this Agreement or at such other ~~date~~ date, time or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the aggregate purchase price of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. Time shall be of the essence, and delivery of the Firm Units at the time and place specified pursuant to this Agreement is a further condition of the obligation of each Underwriter hereunder. The ~~Company~~ Partnership shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 hereof will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 hereof will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery ~~Date~~ Date, nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been ~~exercised~~ exercised, nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at ~~10:00 A.M., New York City time,~~ the offices of Andrews Kurth LLP on the ~~date specified in the corresponding notice described in the preceding paragraph~~ Option Unit Delivery Date or at such other ~~date or place as~~ date, tixx xx xxxxx xs shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On ~~each Additional~~ the Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. Time shall be of the essence, and delivery of the Option Units at the time and place specified pursuant to this Agreement is a further condition of the obligation of each Underwriter hereunder. The ~~Company~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Boardwalk Pipeline Partners, LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00~~ 9:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at ~~10:00~~ the offices of Xxxxxx & Xxxxxx L.L.P., 0000 Xxxxxx Xx., Suite 2500, Houston, Texas 77002, at 9:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Dominion Midstream Partners, LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Vxxxxx & Exxxxx L.L.P., 2300 First City Tower, 1000 Xxxxxx Xxxxxx, Houston, Texas 77002-6760, at 10:00 A.M., New York City time, on ~~the third full business day following the date of this Agreement~~ December 7, 2005 or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “~~Initial~~ First Delivery Date.” Delivery of ~~the~~ Firm Units shall be made to ~~the Representatives~~ Lxxxxx Brothers Inc. for the account of each Underwriter against payment by the several Underwriters through ~~the Representatives and~~ Lxxxxx Brothers Inc. of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. 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 deliver the~~ Delivery of Firm Units shall be made through the facilities of The Depository Trust Company (“DTC”) unless ~~the Representatives~~ Lxxxxx Brothers Inc. shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an a “~~Additional Unit~~ Second Delivery Date,” and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement between the Representatives and the ~~Company. On each Additional Unit~~ Partnership) at 10:00 A.M., New York City time, on such Second Delivery Date, . Delivery of the ~~Company~~ Option Units shall ~~deliver, or cause~~ be made to ~~be delivered, the Additional Units, to the Representatives~~ Lxxxxx Brothers Inc. for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through ~~the Representatives and~~ Lxxxxx Brothers Inc. of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. 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~~ Delivery of Option Units shall ~~deliver the Additional Units~~ be made through the facilities of DTC unless ~~the Representatives~~ Lxxxxx Brothers Inc. shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (DCP Midstream Partners, LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative, the Partnership and the ~~Company~~Selling Unitholder. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the ~~Representatives~~ Representative for the account of each Underwriter against payment by the several Underwriters through the ~~Representatives and~~ Representative of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership and the Selling Unitholder to or upon the order of the ~~Company of~~ Partnership and the ~~purchase price~~ Selling Unitholder by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership and the Selling Unitholder. 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~~ Partnership and the Selling Unitholder shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the ~~Representatives~~ Representative shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 3 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Selling Unitholder by the ~~Representatives~~Representative; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 3 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Representative, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Selling Unitholder and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the ~~Representatives~~ Representative shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the ~~Company~~Selling Unitholder. On ~~each Additional Unit~~ the Option Units Delivery Date, the ~~Company~~ Selling Unitholder shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the ~~Representatives~~ Representative for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the ~~Representatives and~~ Representative of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Selling Unitholder to or upon the order of the ~~Company of the purchase price~~ Selling Unitholder by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Selling Unitholder. 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~~ Selling Unitholder shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the ~~Representatives~~ Representative shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Summit Midstream Partners, LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00~~ the offices of Xxxxxx & Xxxxxx L.L.P. at 9:00 A.M., ~~New York City~~ Houston, Texas time, on ~~the third full business day following the date of this Agreement~~ [ ] or at such other date or place as shall be determined by agreement between ~~the Representatives~~ Xxxxxx Brothers Inc., Citigroup Global Markets Inc. and the ~~Company~~Partnership. This date and time are sometimes referred to as the ~~“Initial~~ "First Delivery Date.” " On the First Delivery of Date, the Partnership shall deliver or cause to be delivered the Firm Units ~~shall be made~~ to ~~the Representatives~~ Xxxxxx Brothers Inc. and Citigroup Global Markets Inc. for the account of each Underwriter in book entry form through the facilities of The Depository Trust Company ("DTC") against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in of immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by ~~the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day.~~ Xxxxxx Brothers Inc. and Citigroup Global Markets Inc. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by ~~the Representatives~~Xxxxxx Brothers Inc. and Citigroup Global Markets Inc., when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as ~~an “Additional Unit~~ the "Second Delivery Date,” " and the ~~Initial~~ First Delivery Date and ~~any Additional Unit~~ the Second Delivery Date are sometimes each referred to as a “"Delivery Date.” " Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement between ~~the Representatives~~ Xxxxxx Brothers Inc., Citigroup Global Markets Inc. and the ~~Company~~Partnership) at 9:00 A.M., Houston, Texas time, on the Second Delivery Date. On ~~each Additional Unit~~ the Second Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to ~~the Representatives~~ Xxxxxx Brothers Inc. and Citigroup Global Markets Inc. for the account of each ~~Underwriter,~~ Underwriter in book entry form through the facilities of the DTC against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in of immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~Underwriter.

Appears in 1 contract

Samples: Heritage Service Corp

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00~~ [ ] A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at ~~10:00~~ the offices of Xxxxxx & Xxxxxx L.L.P. 0000 Xxxxxx, Suite 2500, Houston, Texas 77002, at [ ] A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Dominion Midstream Partners, LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00~~ [10:00] A.M., New York City time, on the third full business day following the date of this ~~Agreement~~ Agreement, at the offices of Xxxxx Xxxxx L.L.P., 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000, or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” ”. Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of ~~The~~ the Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised; provided further, however, that if the option is exercised prior to the Initial Delivery Date, the date and time when the Option Units are to be delivered shall be the Initial Delivery Date. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” ”, and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at ~~10:00~~ [10:00] A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph at the offices of Xxxxx Xxxxx L.L.P., 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000, or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Shell Midstream Partners, L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Viper Energy Partners LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement ~~between~~ among the ~~Representatives~~ Underwriters, the Partnership and the ~~Company~~Selling Unitholder. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to ~~the Representatives~~ Xxxxxx Xxxxxxx & Co. LLC for the account of each ~~Underwriter~~ of the Underwriters against payment by the several Underwriters through ~~the Representatives and~~ Xxxxxx Xxxxxxx & Co. LLC of the ~~aggregate~~ purchase price of the Firm Units being sold by the ~~Company~~ Selling Unitholder to or upon the order of the ~~Company of the purchase price~~ Selling Unitholder by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Selling Unitholder. 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~~ Delivery of the Units shall ~~deliver the Firm Units~~ be made through the facilities of The Depository Trust Company ~~(“DTC”)~~ unless the ~~Representatives~~ Underwriters shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Selling Unitholder by the ~~Representatives~~Representative; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Underwriters, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct.”

Appears in 1 contract

Samples: Underwriting Agreement (EnLink Midstream Partners, LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” ”. Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” ”, and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Westlake Chemical Partners LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the ~~third~~ second full business day following the date of this ~~Agreement~~ Agreement, at the offices of Xxxxx Xxxxx L.L.P., 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000, or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriter and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” ”. Delivery of the Firm Units shall be made to the ~~Representatives for the~~ account of ~~each~~ the Underwriter against payment by the ~~several Underwriters through the Representatives and~~ Underwriter of the aggregate purchase price of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ the Underwriter hereunder. The ~~Company~~ Partnership shall deliver the Firm Units through the facilities of ~~The~~ the Depository Trust Company (“DTC”) unless the ~~Representatives~~ Underwriter shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the ~~Representatives~~Underwriter; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Underwriter, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised; provided further, however, that if the option is exercised prior to the Initial Delivery Date, the date and time when the Option Units are to be delivered shall be the Initial Delivery Date. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” ”, and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the ~~several Underwriters through the Representatives~~ Underwriter shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph at the offices of Xxxxx Xxxxx L.L.P., 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000, or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriter and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to ~~the Representatives for~~ the account of ~~each Underwriter,~~ the Underwriter against payment by the ~~several Underwriters through the Representatives and~~ Underwriter of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ the Underwriter hereunder. The ~~Company~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the ~~Representatives~~ Underwriter shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Shell Midstream Partners, L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this ~~Agreement~~ Agreement, at the offices of Xxxxx Xxxxx L.L.P., 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000, or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” ”. Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of ~~The~~ the Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised; provided further, however, that if the option is exercised prior to the Initial Delivery Date, the date and time when the Option Units are to be delivered shall be the Initial Delivery Date. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” ”, and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph at the offices of Xxxxx Xxxxx L.L.P., 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000, or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Shell Midstream Partners, L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust ~~Company~~ Company, New York, New York (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date ~~nor~~ nor, with respect to any Option Securities to be delivered after the Initial Delivery Date, earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On ~~each Additional Unit~~ the Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Global Partners Lp)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on ~~the third full business day following the date of this Agreement~~ August 1, 2016 or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the ~~Representatives~~ Representative for the account of each Underwriter against payment by the several Underwriters through the ~~Representatives and~~ Representative of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the ~~Representatives~~ Representative shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the ~~Representatives~~Representative; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Representative, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the ~~Representatives~~ Representative shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the ~~Representatives~~ Representative for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the ~~Representatives and~~ Representative of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the ~~Representatives~~ Representative shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Viper Energy Partners LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00 A.M.~~the offices of Ledgewood, P.C. beginning at 9:30 a.m., New York, New York ~~City~~ time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriter and the ~~Company~~Partnership. This date and time are sometimes referred to as the “~~Initial~~ First Delivery Date.” On the First Delivery of Date, the Partnership shall deliver or cause to be delivered the Firm Units ~~shall be made~~ to the ~~Representatives~~ Underwriter for its own account in book entry form through the ~~account~~ facilities of ~~each Underwriter~~ the Depository Trust Company against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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~~ the Underwriter hereunder. The ~~Company shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment~~ Option granted in Section 2 will expire 45 thirty (30) days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the ~~Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day~~Underwriter. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment~~ Option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Underwriter, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an a “~~Additional Unit~~ Second Delivery Date,” and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement between the ~~Representatives~~ Underwriter and the ~~Company~~Partnership) beginning at 9:30 a.m., New York, New York time, on such Second Delivery Date. On ~~each Additional Unit~~ such Second Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the ~~Representatives~~ Underwriter for its own account in book entry form through the ~~account~~ facilities of ~~each Underwriter,~~ the Depository Trust Company against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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~~ the Underwriter hereunder~~. The Company shall deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 1 contract

Samples: Underwriting Agreement (Atlas Pipeline Partners Lp)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00 A.M.~~[10:00] a.m., New York City time, on ~~the third full business day following the date of this Agreement~~ [ · ], 2014 or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time when the Option Units are to be delivered shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at ~~10:00 A.M.~~[10:00] a.m., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Antero Resources Midstream LLC)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Xxxxxx & Xxxxxx L.L.P. at 10:00 A.M., New York City time, on ~~the third full business day following the date of this Agreement~~ December 8, 2006, or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriters and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company ~~(“DTC”)~~ unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an the “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and ~~any Additional~~ the Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership) at 10:00 A.M., New York City time, on the Option Unit Delivery Date. On ~~each Additional~~ the Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriters against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of ~~DTC~~ The Depository Trust Company unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Penn Virginia GP Holdings, L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units (including any Option Units provided for in Section 2(b) hereof that have been exercised on or before the ~~Deferred Discount~~third business day prior to the Closing Date) shall be made ~~at 10:00 A.M., New York City time,~~ on the ~~third full business day following~~ date and at the ~~date of this Agreement~~ time specified in Schedule I hereto or at such ~~other~~ time on such later date ~~or place~~ not more than three business days after the foregoing date as the Representatives shall designate, which date and time may be ~~determined~~ postponed by agreement ~~between~~ among the Representatives and the ~~Company. This~~ Partnership or as provided in Section 9 hereof (such date and time ~~are sometimes referred to as~~ of delivery and payment for the ~~“Initial Delivery~~ Firm Units being herein called the "Closing Date.” "). Delivery of the Firm Units shall be made to the Representatives for the ~~account~~ respective accounts of ~~each Underwriter~~ the several Underwriters against payment by the several Underwriters through the Representatives ~~and~~ of the ~~aggregate~~ purchase price ~~of the Firm Units being sold by the Company~~ thereof to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer payable in ~~immediately available~~ same-day funds to ~~the accounts~~ an account specified by the ~~Company~~Partnership. Delivery of the Firm Units shall be made through the facilities of The Depository Trust Company unless the Representatives shall otherwise instruct. 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~~ If the option provided for in Section 2(b) hereof is exercised after the third business day prior to the Closing Date, the Partnership will deliver the ~~Firm~~ Option Units ~~through~~ (at the ~~facilities~~ expense of ~~The Depository Trust Company (“DTC”~~the Partnership) ~~unless the Representatives shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time~~ to time in part by written notice being given to the Company by the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the Representatives, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the Representatives shall be made at ~~10:00 A.M.~~390 Greenwich Street, New ~~York City time~~York, New York, on the date specified in by the ~~corresponding notice described in~~ Xxxxxxxxxxxxxxx (xxxxx xxxxx xx xxxxxx xxxxe business days after exercise of said option) (the ~~preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives~~ "Option Unit Closing Date", and the ~~Company. On~~ Closing Date, each ~~Additional Unit~~ a "Delivery Date~~, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives~~ ") for the ~~account~~ respective accounts of ~~each Underwriter~~the several Underwriters, against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective aggregate~~ purchase ~~prices of the Additional Units being sold by the Company~~ price thereof to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer payable in ~~immediately available~~ same-day funds to ~~the accounts~~ an account specified by the ~~Company~~Partnership. ~~Time shall be of~~ If settlement for the ~~essence~~Option Units occurs after the Closing Date, the Partnership will deliver to the Representatives on the settlement date for the Option Units, 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~~ the Underwriters to purchase the Option Units shall ~~deliver~~ be conditioned upon receipt of, supplemental opinions, certificates and letters confirming as of such date the ~~Additional Units through~~ opinions, certificates and letters delivered on the ~~facilities of DTC unless the Representatives shall otherwise instruct~~Closing Date pursuant to Section 7 hereof.

Appears in 1 contract

Samples: Enterprise Products Operating L P

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the ~~third~~ second full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” ”. Delivery of the Firm Units shall be made to the ~~Representatives~~ Representative for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the ~~Representatives~~ Representative shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the ~~Representatives~~Representative; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Representative, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” ”, and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the ~~Representatives~~ Representative shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the ~~Company~~Partnership. On each ~~Additional~~ Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the ~~Representatives~~ Representative for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the ~~Representatives~~ Representative and of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the ~~Representatives~~ Representative shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Noble Midstream Partners LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units (including the Deferred Discount) shall be made at [10:00 A.M.], New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the Company. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the Representatives, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” ”, and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Capitalworks Emerging Markets Acquisition Corp)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the ~~third~~ fourth full business day following the date of this Agreement at the offices of Xxxxxxx Xxxxx LLP, 000 Xxxxxx Xx., Suite 4200, Houston, Texas 77002, or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the aggregate purchase price of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the ~~date and time~~date, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, at the offices of Xxxxxxx Xxxxx LLP, 000 Xxxxxx Xx., Suite 4200, Houston, Texas 77002, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On ~~each Additional Unit~~ the Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Rose Rock Midstream, L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 ~~A.M.~~a.m., New York City time, on ~~the third full business day following the date of this Agreement~~ November 10, 2014 or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time when the Option Units are to be delivered shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 ~~A.M.~~a.m., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Antero Midstream Partners LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on ~~the third full business day following the date of this Agreement~~ September 29, 2017 or at such other date ~~or place~~ as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Westlake Chemical Partners LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units (including any Option Units provided for in Section 2(b) hereof that have been exercised on or before the ~~Deferred Discount~~third business day prior to the First Delivery Date) shall be made ~~at 10:00 A.M., New York City time,~~ on the ~~third full business day following~~ date and at the ~~date of this Agreement~~ time specified in Schedule I hereto or at such ~~other~~ time on such later date ~~or place~~ not more than three business days after the foregoing date as the Underwriter shall designate, which date and time may be ~~determined~~ postponed by agreement between the ~~Representatives~~ Underwriter and the ~~Company. This~~ Partnership (such date and time ~~are sometimes referred to as~~ of delivery and payment for the Firm Units being herein called the “~~Initial~~ First Delivery Date.” ”). Delivery of the Firm Units shall be made to the ~~Representatives for the account of each~~ Underwriter against payment by the ~~several Underwriters through the Representatives and~~ Underwriter of the ~~aggregate~~ purchase price ~~of the Firm Units being sold by the Company~~ thereof to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer payable in ~~immediately available~~ same-day funds to ~~the accounts~~ an account specified by the ~~Company~~Partnership. Delivery of the Firm Units shall be made in book-entry form through the Full Fast Program of the facilities of The Depository Trust Company (“DTC”) unless the Underwriter shall otherwise instruct. Time shall be of the essence, EXHIBIT 1.1 and delivery at the time and place specified pursuant to this Agreement is a further condition of the obligation of ~~each Underwriter hereunder~~the Underwriter. ~~The Company shall~~ If the option provided for in Section 2(b) hereof is exercised after the third business day prior to the First Delivery Date, the Partnership will deliver the ~~Firm~~ Option Units ~~through~~ (at the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the Representatives, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery expense of the ~~Additional Units by the Company and payment for the Additional Units (including the Deferred Discount~~Partnership) ~~by the several Underwriters through the Representatives shall be made~~ to UBS Securities LLC, at ~~10:00 A.M.~~200 Xxxx Xxxxxx, ~~New York City time~~Xxx Xxxx, Xxx Xxxx 00000, on the date specified in by the ~~corresponding notice described in the preceding paragraph or at such other date or place as~~ Underwriter (which shall be ~~determined by agreement between~~ within three business days after exercise of said option) (the ~~Representatives~~ “Second Delivery Date”, and the ~~Company. On each Additional Unit~~ First Delivery Date, ~~the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of~~ each ~~Underwriter,~~ a “Delivery Date”) against payment by the ~~several Underwriters through the Representatives and~~ Underwriter of the ~~respective aggregate~~ purchase ~~prices of the Additional Units being sold by the Company~~ price thereof to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer payable in ~~immediately available~~ same-day funds to ~~the accounts~~ an account specified by the ~~Company~~Partnership. ~~Time shall be of~~ If settlement for the ~~essence~~Option Units occurs after the First Delivery Date, the Partnership will deliver to the Underwriter on the settlement date for the Option Units, and ~~delivery at the time and place specified pursuant to this Agreement is a further condition of~~ the obligation of ~~each~~ the Underwriter ~~hereunder. The Company~~ to purchase the Option Units shall ~~deliver~~ be conditioned upon receipt of, supplemental opinions, certificates and letters confirming as of such date the ~~Additional Units through~~ opinions, certificates and letters delivered on the ~~facilities of DTC unless the Representatives shall otherwise instruct~~Closing Date pursuant to Section 7 hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Enterprise Products Partners L P)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the ~~Representatives~~ Representative for the account of each Underwriter against payment by the several Underwriters through the ~~Representatives and~~ Representative of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the ~~Representatives~~ Representative shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the ~~Representatives~~Representative; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Representative, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the ~~Representatives~~ Representative shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the ~~Company~~Partnership. On ~~each Additional Unit~~ the Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the ~~Representatives~~ Representative for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the ~~Representatives and~~ Representative of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the ~~Representatives~~ Representative shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Summit Midstream Partners, LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Axxxxxx Xxxxx LLP at 10:00 A.M., ~~New York City~~ Eastern time, on the third full business day following the date of this Agreement or at such other ~~date~~ date, time or place as shall be determined by agreement between the ~~Representatives~~ Representatives, the Partnership and the ~~Company~~Selling Unitholder. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters ~~through the Representatives and~~ of the aggregate purchase price of the Firm Units being sold by the ~~Company~~ Selling Unitholder to or upon the order of the ~~Company of the purchase price~~ Selling Unitholder by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Selling Unitholder. Time shall be of the essence, and delivery of the Firm Units at the time and place specified pursuant to this Agreement is a further condition of the obligation of each Underwriter hereunder. The ~~Company~~ Selling Unitholder shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 3 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Selling Unitholder by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 3 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 5 (or at such other ~~date or~~ place as shall be determined by agreement ~~between~~ among the ~~Representatives~~ Representatives, the Partnership and the ~~Company~~Selling Unitholder) at 10:00 A.M., Eastern time, on such Option Unit Delivery Date. On ~~each Additional~~ such Option Unit Delivery Date, the ~~Company~~ Selling Unitholder shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter in book entry form through the facilities of DTC against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Selling Unitholder of the purchase price by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Selling Unitholder. Time shall be of the essence, and delivery of the Option Units at the time and place specified pursuant to this Agreement is a further condition of the obligation of each Underwriter hereunder~~. The Company shall deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 1 contract

Samples: Underwriting Agreement (Boardwalk Pipeline Partners, LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” ”. Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” ”, and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional~~ Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Noble Midstream Partners LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00~~ the offices of [Vinsxx & Xlkixx X.X.P.] at 9:00 A.M., ~~New York City~~ Houston, Texas time, on the ~~third~~ fourth full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the ~~“Initial~~ "FIRST DELIVERY DATE." On the First Delivery Date~~.” Delivery of~~ , the Partnership shall deliver or cause to be delivered the Firm Units ~~shall be made~~ to the Representatives for the account of each Underwriter in book entry form through the facilities of the Depository Trust Company against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment~~ Option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the Representatives~~; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day~~. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment~~ Option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as ~~an “Additional Unit Delivery Date,”~~ a "SECOND DELIVERY DATE" and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a ~~“Delivery Date.”~~ "DELIVERY DATE". Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership) at 9:00 A.M., Houston, Texas time, on such Second Delivery Date. On ~~each Additional Unit~~ such Second Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter in book entry form through the facilities of the Depository Trust Company against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 1 contract

Samples: Williams Energy Partners L P

Delivery of and Payment for the Units. Delivery of and payment for the ~~Firm~~ Initial Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00 A.M.~~the offices of Xxxxxx & Xxxxxx L.L.P., 000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, at 9:00 a.m., New York City time, on ~~the third full business day following the date of this Agreement~~ November 15, 2012, or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. ~~This~~ In addition, in the event that any or all of the Option Units are purchased by the Underwriters, payment of the purchase price for, and delivery of, such Option Units shall be made at the above mentioned offices, or at such other place as shall be agreed upon by the Representatives and the Partnership, on a date as specified in the notice from Xxxxx Fargo to the Partnership. The foregoing date and time ~~are~~ of payment for and delivery of the Initial Units is sometimes referred herein to as the “Initial Delivery Date.” Each date and time any Option Units are delivered is sometimes referred to herein as an “Option Units Delivery Date,” and the Initial Delivery Date and any Option Units Delivery Date are sometimes each referred to herein as a “Delivery Date.” Delivery of the ~~Firm~~ Units shall be made to the Representatives for the ~~account~~ respective accounts of ~~each Underwriter~~ the Underwriters against payment by the ~~several~~ Underwriters ~~through the Representatives and~~ of the aggregate purchase price of the ~~Firm~~ Units ~~being sold by the Company~~ to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the account or accounts specified by the ~~Company~~Partnership. It is understood that each Underwriter has authorized the Representatives, for its account, to accept delivery of, receipt for, and make payment of the purchase price for, the Initial Units and the Option Units, if any, which it has agreed to purchase. Xxxxx Fargo, individual and not as a representative of the Underwriters, may (but shall not be obligated to) make payment of the purchase price for the Initial Units or the Option Units, if any, to be purchased by any Underwriter whose funds have not been received by the applicable Delivery Date, but such payment shall not relieve such Underwriter from its obligations hereunder. 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~~ the Underwriters hereunder. The ~~Company~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the Representatives, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (PVR Partners, L P)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the ~~third~~ fourth full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Trust. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 3 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 3 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On ~~each Additional Unit~~ the Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Purchase Agreement (Pacific Coast Oil Trust)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00~~ the offices of Axxxxxx Xxxxx LLP, 600 Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxx 00000 at 9:00 A.M., ~~New York City~~ Houston, Texas time, on the ~~third~~ fourth full business day following the date of this Agreement or at such other date or place as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “~~Initial~~ First Delivery Date.” On the First Delivery of Date, the Partnership shall deliver or cause to be delivered the Firm Units ~~shall be made~~ to the Representatives for the account of each Underwriter in book entry form through the facilities of The Depository Trust Company (“DTC”) against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment~~ Option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment~~ Option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment~~ Option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an a “~~Additional Unit~~ Second Delivery Date,” and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership) at 9:00 A.M., Houston, Texas time, on such Second Delivery Date. On ~~each Additional Unit~~ such Second Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter in book entry form through the facilities of DTC against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 1 contract

Samples: Underwriting Agreement (Williams Partners L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time ~~the Additional~~ any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Green Plains Partners LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the ~~third~~ second full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” ”. Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase price of the Firm Units being sold by the ~~Company to or upon the order of the Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company (the “DTC”) unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the ~~Representatives;~~ Representatives provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” ”, and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On each ~~Additional Unit~~ Option Units Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to ~~the Representatives for the account of each Underwriter, against payment by the several Underwriters through~~ the Representatives and of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the ~~accounts~~ account specified by the ~~Company~~Partnership. 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~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Enviva Partners, LP)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units (including the Deferred Discount) shall be made at 10:00 A.M., New York City time, on the ~~third~~ [second] full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the Company. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the Representatives, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Tortoise Acquisition Corp.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriters and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to ~~the Representatives~~ Gxxxxxx, Sxxxx & Co. for the account of each Underwriter against payment by the several Underwriters through ~~the Representatives and~~ Gxxxxxx, Sachs & Co. of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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 deliver~~ Delivery of the Firm Units shall be made through the facilities of The Depository Trust Company ~~(“DTC”)~~ unless the ~~Representatives~~ Underwriters shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the ~~Representatives~~Underwriters; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Underwriters, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct.”

Appears in 1 contract

Samples: Underwriting Agreement (Crosstex Energy Lp)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00 A.M.~~the offices of Ledgewood, P.C. beginning at 9:30 a.m., New York, New York ~~City~~ time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between ~~the Representatives~~ Xxxxxx Brothers Inc. and the ~~Company~~Partnership. This date and time are sometimes referred to as the “~~Initial~~ First Delivery Date.” On the First Delivery of Date, the Partnership shall deliver or cause to be delivered the Firm Units ~~shall be made~~ to ~~the Representatives~~ Xxxxxx Brothers Inc. for the account of each Underwriter in book entry form through the facilities of the Depository Trust Company against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment~~ Option granted in Section 2 will expire 45 thirty (30) days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by ~~the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day.~~ Xxxxxx Brothers Inc. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment~~ Option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by ~~the Representatives~~Xxxxxx Brothers Inc., when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an a “~~Additional Unit~~ Second Delivery Date,” and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement between the ~~Representatives~~ Underwriters and the ~~Company~~Partnership) beginning at 9:30 a.m., New York, New York time, on such Second Delivery Date. On ~~each Additional Unit~~ such Second Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to ~~the Representatives~~ Xxxxxx Brothers Inc. for the account of each ~~Underwriter,~~ Underwriter in book entry form through the facilities of the Depository Trust Company against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 1 contract

Samples: Underwriting Agreement (Atlas Pipeline Partners Lp)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Xxxxxx & Xxxxxx L.L.P. at 10:00 A.M., New York City time, on the ~~third~~ fourth full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the ~~“Initial~~ "First Delivery Date.” " On the First Delivery of Date, the Partnership shall cause its transfer agent to deposit as original issue the Firm Units ~~shall be made~~ pursuant to the ~~Representatives~~ Full Fast Delivery Program of The Depository Trust Company ("DTC") for the account of each Underwriter against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in of immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the Representatives~~; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day~~. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ In the event the Underwriters do not exercise the option granted in Section 2 in full within the time prescribed by the preceding paragraph, the Partnership shall provide Sunoco with written notice of the same, together with the date and time, as determined by the Partnership, when the remaining Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the second business day or later than the fifth business day after the date on which such notice is given. The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as ~~an “Additional Unit~~ the "Second Delivery Date,” " and the ~~Initial~~ First Delivery Date and ~~any Additional Unit~~ the Second Delivery Date are sometimes each referred to as a “"Delivery Date.” " Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at the place specified in the first sentence of the first paragraph of this Section 4 (or at such other place as shall be determined by agreement between the Representatives or the Sunoco Related Party, as the case may be, and the Partnership) at 10:00 A.M., New York City time, on the ~~date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company~~Second Delivery Date. On ~~each Additional Unit~~ the Second Delivery Date, the ~~Company~~ Partnership shall ~~deliver, or~~ cause its transfer agent to ~~be delivered,~~ deposit as original issue the ~~Additional Units,~~ Option Units pursuant to the ~~Representatives~~ Full Fast Delivery Program of the DTC for the account of each ~~Underwriter~~Underwriter or the Sunoco Related Party, as the case may be, against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in of immediately available ~~funds to the accounts specified by the Company~~funds. 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~~ Underwriter, but shall not be a further condition of the obligation of any Sunoco Related Party hereunder~~. The Company shall deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 1 contract

Samples: Sunoco Logistics Partners Lp

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Xxxxxx & Xxxxxx L.L.P., 000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, at 10:00 ~~A.M.~~a.m., New York City time, on ~~the third full business day following the date of this Agreement~~ September 16, 2009, or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the aggregate purchase price of the Firm Units ~~being sold by the Company~~ to or upon the order of the ~~Company of the purchase price~~ Selling Unitholder by wire transfer in immediately available funds to the account or accounts specified by the ~~Company~~Selling Unitholder. 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~~ Selling Unitholder shall deliver the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the Representatives shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 3 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Selling Unitholder and the Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 3 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been ~~exercised~~exercised (unless such date is postponed pursuant to Section 11). Each date and time ~~the Additional~~ that any Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are each sometimes ~~each~~ referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 ~~A.M.~~a.m., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. On ~~each Additional Unit~~ the Option Units Delivery Date, the ~~Company~~ Selling Unitholder shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives ~~and~~ of the ~~respective~~ aggregate purchase prices of the ~~Additional~~ Option Units ~~being sold by the Company~~ to or upon the order of the ~~Company of the purchase price~~ Selling Unitholder by wire transfer in immediately available funds to the account or accounts specified by the ~~Company~~Selling Unitholder. 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~~ Selling Unitholder shall deliver the ~~Additional~~ Option Units through the facilities of DTC unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Penn Virginia GP Holdings, L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Xxxxx Xxxxx L.L.P., One Shell Plaza, 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000-0000, at 10:00 ~~A.M.~~a.m., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriter and the ~~Company~~Partnership. This date and time are sometimes referred to as the “~~Initial~~ First Delivery Date.” On the First Delivery of Date, the Partnership shall cause its transfer agent to deposit as original issue the Firm Units ~~shall be made~~ pursuant to the ~~Representatives~~ Full Fast Delivery Program of The Depository Trust Company (“DTC”) for the account of each Underwriter against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by ~~the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day~~each Underwriter. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by ~~the Representatives~~each Underwriter, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an a “~~Additional Unit~~ Second Delivery Date,” and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement between ~~the Representatives~~ each Underwriter and the ~~Company~~Partnership) at 10:00 a.m., New York City time, on such Second Delivery Date. On ~~each Additional Unit~~ such Second Delivery Date, the ~~Company~~ Partnership shall ~~deliver, or~~ cause its transfer agent to ~~be delivered,~~ deposit as original issue the ~~Additional Units,~~ Option Units pursuant to the ~~Representatives~~ Full Fast Delivery Program of the DTC for the account of each ~~Underwriter,~~ Underwriter against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 1 contract

Samples: Underwriting Agreement (K-Sea Transportation Partners Lp)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00 A.M.~~the offices of Xxxxxxx Xxxxx LLP in Houston, ~~New York City~~ Texas beginning at 9:00 a.m. Houston, Texas time, on the ~~third~~ [fourth] full business day following the date of this Agreement or at such other time, date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the ~~“Initial~~ "First Delivery Date.” " On the First Delivery of Date, the Partnership shall deliver or cause to be delivered the Firm Units ~~shall be made~~ to the Representatives for the account of each Underwriter in book entry form through the facilities of the Depository Trust Company against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership and the Selling Unitholder of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver~~ Upon delivery, the Firm Units ~~through the facilities of The Depository Trust Company (“DTC”) unless~~ shall be registered in such names and in such denominations as the Representatives shall ~~otherwise instruct~~request in writing not less than two full business days prior to the First Delivery Date. The ~~Over-Allotment~~ Option granted in Section 3 will expire 45 thirty (30) days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Selling Unitholder by the Representatives~~; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day~~. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment~~ Option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as ~~an “Additional Unit~~ a "Second Delivery Date,” " and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a “"Delivery Date.” " Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 5 (or at such other ~~date or~~ place as shall be determined by agreement between the Representatives and the ~~Company~~Selling Unitholder) beginning at 9:00 a.m., Houston, Texas time, on such Second Delivery Date. On ~~each Additional Unit~~ such Second Delivery Date, the ~~Company~~ Selling Unitholder shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter in book entry form through the facilities of the Depository Trust Company against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Selling Unitholder of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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~~ Upon delivery, the Option Units shall ~~deliver the Additional Units through the facilities of DTC unless~~ be registered in such names and in such denominations as the Representatives shall ~~otherwise instruct~~request.

Appears in 1 contract

Samples: Magellan Midstream Partners Lp

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on ~~the third full business day following the date of this Agreement~~ November 21, 2007 or at such other date or place as shall be determined by agreement between the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the Representatives for the account of each Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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, and timely payment by each Underwriter as a condition of the obligation of the Partnership hereunder. The ~~Company~~ Partnership shall deliver the Firm Units through the facilities of The Depository Trust Company ~~(“DTC”)~~ unless the Representatives shall otherwise instruct. The ~~Over-Allotment~~ Option granted in Section 2 will expire ~~45 days~~ at 5:00 P.M. New York City time on the 30th day after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by ~~the Representatives~~Lxxxxx Brothers Inc.; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment~~ Option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by ~~the Representatives~~Lxxxxx Brothers Inc., when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the ~~second~~ third business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional~~ Option Unit Delivery Date,” and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between Lxxxxx Brothers Inc., on behalf of the ~~Representatives~~ Underwriters, and the ~~Company~~Partnership. On ~~each Additional~~ the Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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, and timely payment by each Underwriter is a condition of the obligation of the Partnership hereunder. The ~~Company~~ Partnership shall deliver the ~~Additional~~ Option Units through the facilities of ~~DTC~~ Depository Trust Company unless the Representatives shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (El Paso Pipeline Partners, L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00~~ the offices of Axxxxxx Xxxxx LLP, 600 Xxxxxx, Xxxxx 4200, Houston, Texas 77002 at 9:00 A.M., ~~New York City~~ Houston, Texas time, on the ~~third~~ fourth full business day following the date of this Agreement or at such other date or place as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership. This date and time are sometimes referred to as the “~~Initial~~ First Delivery Date.” On the First Delivery of Date, the Partnership shall deliver or cause to be delivered the Firm Units ~~shall be made~~ to the Representatives for the account of each Underwriter in book entry form through the facilities of DTC against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment~~ Option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the Representatives; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment~~ Option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment~~ Option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the Representatives, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an a “~~Additional Unit~~ Second Delivery Date,” and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at ~~10:00 A.M., New York City time, on~~ the ~~date~~ place specified in the ~~corresponding notice described in~~ first sentence of the ~~preceding~~ first paragraph of this Section 4 (or at such other ~~date or~~ place as shall be determined by agreement ~~between~~ among the Representatives and the ~~Company~~Partnership) at 9:00 A.M., Houston, Texas time, on such Second Delivery Date. On ~~each Additional Unit~~ such Second Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the Representatives for the account of each ~~Underwriter,~~ Underwriter in book entry form through the facilities of The Depository Trust Company against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 1 contract

Samples: Underwriting Agreement (Williams Partners L.P.)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units and the Option Units (~~including~~ if the ~~Deferred Discount~~option provided for in Section 2 hereof shall have been exercised on or before the third Business Day (as defined herein) prior to the Closing Date) shall be made at ~~10:00~~ 11:00 A.M., ~~New York City~~ Houston, Texas time, on ___________, 2002 at the ~~third full business day following the date~~ offices of ~~this Agreement~~ Vinson & Elkins L.L.P., Houston, Texas or at such ~~other~~ time on such later dxxx xxt mxxx xxan three Business Days after the foregoing date ~~or place~~ as Salomon Smith Barney Inc. shall ~~be determined by agreement between the Representatives and the Company. This~~ designate, which date and time ~~are sometimes referred to as~~ may be xxxxxxxxx xx agreement between Salomon Smith Barney Inc., the ~~“Initial Delivery~~ Partnership and the Selling Unitholder xx xx xxxxxxxd xx Xxction 9 hereof (such date and time of delivery of any payment for the Firm Units being herein called the "Closing Date.” ". Delivery of the Firm Units shall be made ~~to the Representatives~~ for the account of each Underwriter against payment by the several Underwriters ~~through the Representatives and~~ of the ~~aggregate~~ purchase price ~~of the Firm Units being sold by the Company~~ thereof to or upon the order of the ~~Company of~~ Partnership and the ~~purchase price~~ Selling Unitholder by wire transfer payable in ~~immediately available~~ same-day funds to ~~the~~ accounts specified by the ~~Company~~Partnership and the Selling Unitholder. ~~Time shall be~~ Delivery 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 deliver~~ the Firm Units shall be made through the facilities of The Depository Trust Company (“"DTC”") unless ~~the Representatives~~ Salomon Smith Barney Inc. shall otherwise instruct. ~~The Over-Allotment Option will expire 45 days~~ For purposes of thxx Xxxxxxxxx, "Business Day" shall mean any day other than a Saturday, a Sunday or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City. If the option provided for in Section 2 hereof is executed after the ~~date of this Agreement and may be exercised in whole or from time to time in part by written notice being given~~ third Business Day prior to the ~~Company by the Representatives; provided that if such date falls on a day that is not a business day~~Closing Date, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued Partnership and the ~~date and time, as determined by~~ Selling Unitholder will deliver the ~~Representatives, when~~ Option Units (at the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery expense of the ~~Additional Units by~~ Partnership) to the ~~Company and payment for~~ Underwriters, at the ~~Additional Units (including the Deferred Discount) by the several Underwriters through the Representatives shall be made at 10:00 A.M.~~offices of Vinson & Elkins L.L.P., ~~New York City time~~Houston, Texas, on the date specified ~~in the corresponding notice described in the preceding paragraph or at such other date or place as~~ by Salomxx Xxxth Xxxxxx Inc. (which shall be ~~determined by agreement between~~ within three Business Days axxxx xxxxxxxx of said option) (the ~~Representatives and the Company. On each Additional Unit Delivery~~ "Option Closing Date~~, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives~~ ") for the ~~account~~ respective accounts of ~~each Underwriter,~~ the several Underwriters against payment by the several Underwriters ~~through the Representatives and~~ of the ~~respective aggregate~~ purchase ~~prices of the Additional Units being sold by the Company~~ price thereof to or upon the order of the ~~Company of~~ Partnership and the ~~purchase price~~ Selling Unitholder by wire transfer payable in ~~immediately available~~ same-day funds to ~~the~~ accounts specified by the ~~Company~~Partnership and the Selling Unitholder. ~~Time~~ Delivery of the Option Units 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 deliver the Additional Units made through the facilities of DTC unless ~~the Representatives~~ Salomon Smith Barney Inc. shall otherwise instruct. If the Option Closxxx Xxxx xxx txx Xxxion Units occurs after the Closing Date, the Partnership and the Selling Unitholder will deliver to the Underwriters on the Option Closing Date for the Option Units, and the obligation of the Underwriters to purchase the Option Units shall be conditioned upon receipt of, supplemental opinions, certificates and letters confirming as of such date the opinions, certificates and letters delivered on the Closing Date pursuant to Section 6 hereof.

Appears in 1 contract

Samples: Natural Resource Partners Lp

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Xxxxx Xxxxx L.L.P., 00 Xxxxxxxxxxx Xxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, at 10:00 A.M., New York City time, on the ~~third~~ fourth full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriters and the ~~Company~~Partnership. This date and time are sometimes referred to as the “~~Initial~~ First Delivery Date.” On the First Delivery of Date, the Partnership shall cause its transfer agent to deposit as original issue the Firm Units ~~shall be made~~ pursuant to the ~~Representatives~~ Full Fast Delivery Program of The Depository Trust Company (“DTC”) for the account of each Underwriter against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or in part from time to time ~~in part~~ by written notice being given to the ~~Company~~ Partnership by the ~~Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day~~Underwriters. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Underwriters, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the ~~Initial~~ First Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an a “~~Additional Unit~~ Second Delivery Date,” and the ~~Initial~~ First Delivery Date and any ~~Additional Unit~~ Second Delivery Date are sometimes each referred to as a “Delivery Date.” ”. Delivery of ~~the Additional Units by the Company~~ and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount) by the several Underwriters through the Representatives~~ shall be made at the place specified in the first sentence of the first paragraph of this Section 4 (or at such other place as shall be determined by agreement between the Underwriters and the Partnership) at 10:00 A.M., New York City time, on ~~the date specified in the corresponding notice described in the preceding paragraph or at~~ such ~~other date or place as shall be determined by agreement between the Representatives and the Company~~Second Delivery Date. On ~~each Additional Unit~~ such Second Delivery Date, the ~~Company~~ Partnership shall ~~deliver, or~~ cause its transfer agent to ~~be delivered,~~ deposit as original issue the ~~Additional Units,~~ Option Units pursuant to the ~~Representatives~~ Full Fast Delivery Program of the DTC for the account of each ~~Underwriter,~~ Underwriter against payment ~~by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company~~ to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available ~~funds to the accounts specified by the Company~~funds. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 1 contract

Samples: Underwriting Agreement (K-Sea Tranportation Partners Lp)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at the offices of Xxxxxx & Xxxxxx L.L.P., 2300 First City Tower, 0000 Xxxxxx, Houston, Texas 77002 at 10:00 A.M., New York City time, on ~~the third full business day following the date of this Agreement~~ , 2006 or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Representative and the ~~Company~~Partnership. This date and time are sometimes referred to as the “"Initial Delivery Date.” " Delivery of the Firm Units shall be made to the ~~Representatives~~ Representative for the account of each Underwriter in book entry form through the facilities of The Depository Trust Company ("DTC") against payment by the several Underwriters through the ~~Representatives~~ Representative and of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment~~ Option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the ~~Representatives~~Representative; ~~provided~~ provided, that if such date falls on a day that is not a business day, the ~~Over-Allotment~~ Option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment~~ Option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Representative, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment~~ Option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an ~~“Additional~~ "Option Unit Delivery Date,” " and the Initial Delivery Date and any ~~Additional~~ Option Unit Delivery Date are sometimes each referred to as a “"Delivery Date.” " Delivery of the ~~Additional~~ Option Units by the ~~Company~~ Partnership and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the several Underwriters through the ~~Representatives~~ Representative shall be made at the place specified in the first sentence of the first paragraph of this Section 4 (or at such other place as shall be determined by agreement among the Representative and the Partnership at 10:00 A.M., New York City time, on ~~the date~~ such Option Unit Delivery Date specified in the corresponding notice described in the preceding ~~paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company~~paragraph. On ~~each Additional~~ the Option Unit Delivery Date, the ~~Company~~ Partnership shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the ~~Representatives~~ Representative for the account of each ~~Underwriter,~~ Underwriter in book entry form through the facilities of The Depository Trust Company ("DTC") against payment by the several Underwriters through the ~~Representatives~~ Representative and of the respective aggregate purchase prices of the ~~Additional~~ Option Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company~~ Partnership of the purchase price by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct~~.

Appears in 1 contract

Samples: Hiland Holdings GP, LP

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriter and the Company. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to the ~~Representatives for the account of each~~ Underwriter against payment by the ~~several Underwriters through the Representatives and~~ Underwriter of the aggregate purchase price of the Firm Units being sold by the Company ~~to or upon the order of the Company of the purchase price~~ by wire transfer in immediately available funds to the accounts specified by the Company. 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~~ the Underwriter hereunder. The Company shall deliver the Common Stock issued as part of the Firm Units through the facilities of ~~The Depository Trust Company (“DTC”)~~ DTC unless the ~~Representatives~~ Underwriter shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 of this Agreement will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the ~~Representatives~~Underwriter; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 of this Agreement will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Underwriter, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. Each date and time the ~~Additional~~ Option Units are delivered is sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the ~~Additional~~ Option Units by the Company and payment for the ~~Additional~~ Option Units ~~(including the Deferred Discount)~~ by the ~~several Underwriters through the Representatives~~ Underwriter shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriter and the Company. On ~~each Additional Unit~~ the Option Units Delivery Date, the Company shall ~~deliver,~~ deliver or cause to be ~~delivered,~~ delivered the ~~Additional Units,~~ Option Units to the ~~Representatives for the account of each Underwriter,~~ Underwriter against payment by the ~~several Underwriters through the Representatives and~~ Underwriter of the ~~respective~~ aggregate purchase ~~prices~~ price of the ~~Additional~~ Option Units being sold by the Company ~~to or upon the order of the Company of the purchase price~~ by wire transfer in immediately available funds to the accounts specified by the Company. 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~~ the Underwriter hereunder. The Company shall deliver the ~~Additional~~ Common Stock issued as part of the Option Units through the facilities of DTC unless the ~~Representatives~~ Underwriter shall otherwise instruct.

Appears in 1 contract

Samples: Underwriting Agreement (Lightpath Technologies Inc)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at ~~10:00 A.M.~~the offices of Xxxxxxx Xxxxx LLP in Houston, ~~New York City~~ Texas beginning at 9:00 a.m. Houston, Texas time, on the ~~third~~ fourth full business day following the date of this Agreement or at such other time, date or place as shall be determined by agreement between the ~~Representatives~~ Underwriter, the Selling Unitholder and the ~~Company~~Partnership. This date and time are sometimes referred to as the “~~Initial~~ First Delivery Date.” On the First Delivery of Date, the Selling Unitholder shall deliver or cause to be delivered the Firm Units ~~shall be made~~ to the ~~Representatives~~ Underwriter for the account of ~~each~~ the Underwriter in book entry form through the facilities of the Depository Trust Company against payment ~~by the several Underwriters through the Representatives and of the aggregate purchase price of the Firm Units being sold by the Company~~ to or upon the order of the ~~Company~~ Selling Unitholder of the purchase price by wire transfer in immediately available ~~funds~~ funds. 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 the Underwriter hereunder. Upon delivery, the Firm Units shall be registered in such names and in such denominations as the Underwriter shall request in writing not less than two full business days prior to the ~~accounts specified~~ First Delivery Date. The Option granted in Section 3 will expire thirty (30) days after the date of this Agreement and may be exercised in whole or in part from time to time by written notice being given to the Selling Unitholder by the ~~Company~~Underwriter. Such notice shall set forth the aggregate number of Option Units as to which the Option is being exercised, the names in which the Option Units are to be registered, the denominations in which the Option Units are to be issued and the date and time, as determined by the Underwriter, when the Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the First Delivery Date nor earlier than the second business day after the date on which the Option shall have been exercised nor later than the fifth business day after the date on which the Option shall have been exercised. The date and time the Option Units are delivered are sometimes referred to as a “Second Delivery Date” and the First Delivery Date and any Second Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of and payment for the Option Units shall be made at the place specified in the first sentence of the first paragraph of this Section 5 (or at such other place as shall be determined by agreement between the Underwriter, the Selling Unitholder and the Partnership) beginning at 9:00 a.m., Houston, Texas time, on such Second Delivery Date. On such Second Delivery Date, the Selling Unitholder shall deliver or cause to be delivered the Option Units to the Underwriter for the account of the Underwriter in book entry form through the facilities of the Depository Trust Company against payment to or upon the order of the Selling Unitholder of the purchase price by wire transfer in immediately available funds. 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 deliver the Firm Units through the facilities of The Depository Trust Company (“DTC”) unless the Representatives shall otherwise instruct. The Over-Allotment Option will expire 45 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the Representatives; provided that if such date falls on a day that is not a business dayUpon delivery, the ~~Over-Allotment~~ Option ~~will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional~~ Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the Representatives, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “Additional Unit Delivery Date,” and the Initial Delivery Date and any Additional Unit Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the Representatives shall be ~~made at 10:00 A.M., New York City time, on~~ registered in such names and in such denominations as the ~~date specified in the corresponding notice described in the preceding paragraph or at such other date or place as~~ Underwriter shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instructrequest.

Appears in 1 contract

Samples: Underwriting Agreement (Magellan Midstream Partners Lp)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units (including ~~the Deferred Discount~~any Option Units provided for in Section 2(b) hereof that have been exercised) shall be made at the xxxxxx xx Xxxxxxx Xxxxx LLP, Houston, Texas, beginning at 10:00 ~~A.M.~~a.m., New York City time, on ~~the third full business day following the date of this Agreement~~ September 28, 2012 or at such other date or and time and place as shall be determined by agreement between the Representatives and the ~~Company. This~~ Partnership (such date and time ~~are sometimes referred to as~~ of delivery and payment for the Firm Units being herein called the “~~Initial~~ First Delivery Date.” ”). Delivery of the Firm Units shall be made to the ~~Representatives for the account of each Underwriter~~ Underwriters against payment by the ~~several~~ Underwriters ~~through the Representatives and~~ of the ~~aggregate~~ purchase price ~~of the Firm Units being sold by the Company~~ thereof to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to ~~the accounts~~ an account specified by the ~~Company~~Partnership. Delivery of the Firm Units shall be made in book-entry form through the Full Fast Program of the facilities of The Depository Trust Company (“DTC”) unless the Underwriters shall otherwise instruct. 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 Underwriters. ~~The Company shall~~ If the option provided for in Section 2(b) hereof is exercised after the third business day prior to the First Delivery Date, the Partnership will deliver the ~~Firm~~ Option Units ~~through~~ (at the ~~facilities~~ expense of ~~The Depository Trust Company (“DTC”~~the Partnership) ~~unless~~ to the Underwriters at the place and on the date specified by the Representatives in the noticed given pursuant to Section 2(b) hereof (which shall ~~otherwise instruct. The Over-Allotment Option will expire 45~~ be within five business days after exercise of said option) (the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the Company by the Representatives; provided that if such date falls on a day that is not a business day, the Over-Allotment Option will expire on the next succeeding business day. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised, the names in which the Additional Units are to be registered, the denominations in which the Additional Units are to be issued and the date and time, as determined by the Representatives, when the Additional Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the fifth business day after the date on which the Over-Allotment Option shall have been exercised. Each date and time the Additional Units are delivered is sometimes referred to as an “~~Additional Unit~~ Second Delivery Date,” and together with the ~~Initial~~ First Delivery ~~Date and any Additional Unit Delivery Date are sometimes~~ Date, each ~~referred to as~~ a “Delivery Date~~.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount~~”) by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the ~~several~~ Underwriters ~~through the Representatives and~~ of the ~~respective aggregate~~ purchase ~~prices of the Additional Units being sold by the Company~~ price thereof to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer payable in ~~immediately available~~ same-day funds to ~~the accounts~~ an account specified by the ~~Company~~Partnership. ~~Time shall be of~~ If settlement for the ~~essence~~Option Units occurs after the First Delivery Date, the Partnership will deliver to the Underwriters on the settlement date for the Option Units, 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~~ the Underwriters to purchase the Option Units shall ~~deliver~~ be conditioned upon receipt of, supplemental opinions, certificates and letters confirming as of such date the ~~Additional Units through~~ opinions, certificates and letters delivered on the ~~facilities of DTC unless the Representatives shall otherwise instruct~~Closing Date pursuant to Section 7 hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Enterprise Products Partners L P)

Delivery of and Payment for the Units. Delivery of and payment for the Firm Units ~~(including the Deferred Discount)~~ shall be made at 10:00 A.M., New York City time, on the third full business day following the date of this Agreement or at such other date or place as shall be determined by agreement between the ~~Representatives~~ Underwriters and the ~~Company~~Partnership. This date and time are sometimes referred to as the “Initial Delivery Date.” Delivery of the Firm Units shall be made to ~~the Representatives~~ Lxxxxx Brothers Inc. for the account of each Underwriter against payment by the several Underwriters through the ~~Representatives and~~ Lxxxxx Brothers Inc. of the respective aggregate purchase ~~price~~ prices of the Firm Units being sold by the ~~Company~~ Partnership to or upon the order of the ~~Company of the purchase price~~ Partnership by wire transfer in immediately available funds to the accounts specified by the ~~Company~~Partnership. 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 deliver~~ Delivery of the Firm Units shall be made through the facilities of The Depository Trust Company ~~(“DTC”)~~ unless the ~~Representatives~~ Underwriters shall otherwise instruct. The ~~Over-Allotment Option~~ option granted in Section 2 will expire 45 30 days after the date of this Agreement and may be exercised in whole or from time to time in part by written notice being given to the ~~Company~~ Partnership by the ~~Representatives~~Underwriters; provided that if such date falls on a day that is not a business day, the ~~Over-Allotment Option~~ option granted in Section 2 will expire on the next succeeding business day. Such notice shall set forth the aggregate number of ~~Additional~~ Option Units as to which the ~~Over-Allotment Option~~ option is being exercised, the names in which the ~~Additional~~ Option Units are to be registered, the denominations in which the ~~Additional~~ Option Units are to be issued and the date and time, as determined by the ~~Representatives~~Underwriters, when the ~~Additional~~ Option Units are to be delivered; provided, however, that this date and time shall not be earlier than the Initial Delivery Date nor earlier than the second business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised nor later than the fifth business day after the date on which the ~~Over-Allotment Option~~ option shall have been exercised. ~~Each~~ The date and time the ~~Additional~~ Option Units are delivered is are sometimes referred to as an “~~Additional Unit~~ Option Units Delivery Date,” and the Initial Delivery Date and any ~~Additional Unit~~ Option Units Delivery Date are sometimes each referred to as a “Delivery Date.” Delivery of the Additional Units by the Company and payment for the Additional Units (including the Deferred Discount) by the several Underwriters through the Representatives shall be made at 10:00 A.M., New York City time, on the date specified in the corresponding notice described in the preceding paragraph or at such other date or place as shall be determined by agreement between the Representatives and the Company. On each Additional Unit Delivery Date, the Company shall deliver, or cause to be delivered, the Additional Units, to the Representatives for the account of each Underwriter, against payment by the several Underwriters through the Representatives and of the respective aggregate purchase prices of the Additional Units being sold by the Company to or upon the order of the Company of the purchase price by wire transfer in immediately available funds to the accounts specified by the Company. 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 deliver the Additional Units through the facilities of DTC unless the Representatives shall otherwise instruct.”

Appears in 1 contract

Samples: Underwriting Agreement (Crosstex Energy Lp)

Common use of Delivery of and Payment for the Units Clause in Contracts