Common use of Delivery of the Units at Closing Clause in Contracts

Delivery of the Units at Closing. The completion of the purchase and sale of the Securities (the “Closing”) shall occur on a date mutually agreed upon by the Company and the Investor (the “Closing Date”), which date shall not be later than February 26, 2010 as such date may be extended upon the mutual agreement of the Company and the Investor (the “Outside Date”). At the Closing, the Company shall deliver to the Investor a Note representing the aggregate dollar amount of the Note set forth in Paragraph 2 of the Securities Purchase Agreement, along with a Warrant to purchase the number of shares of Common Stock equal to such Investor's Purchase Price divided by six (6). In exchange for the delivery of the Securities, the Investor shall pay the Purchase Price to the Company, net of all closing fees and expenses, by wire transfer of immediately available funds pursuant to the Company's written instructions. The Company's obligation to issue and sell the Securities to the Investor shall be subject to the satisfaction of the following conditions, any one or more of which may be waived by the Company: (a) prior receipt by the Company of a copy of this Agreement executed by the Investor; (b) the accuracy of the representations and warranties made by the Investor in this Agreement and the fulfillment of the obligations of the Investor under this Agreement on or prior to the Closing; and (c) the absence of any order, writ, injunction, judgment or decree that questions the validity of the Transaction Documents or the right of the Company or the Investor to enter into such Transaction Documents or to consummate the transactions contemplated hereby and thereby. The Investor's obligation to purchase the Securities shall be subject to the satisfaction of the following conditions, any one or more of which may be waived by the Investor: (a) the accuracy of the representations and warranties made by the Company in this Agreement on the date hereof and, if different, on the Closing Date; (b) the execution and delivery by the Company of the Note and the Warrant; (c) the fulfillment of the obligations of the Company under this Agreement on or prior to the Closing; and (d) the absence of any order, writ, injunction, judgment or decree that questions the validity of the Transaction Documents or the right of the Company or the Investor to enter into such Transaction Documents or to consummate the transactions contemplated hereby and thereby.

Delivery of the Units at Closing. The completion of the purchase and sale of the Securities Units (the “Closing”) shall occur on a date mutually agreed upon by the Company and the Investor (the “Closing Date”), which date shall not be later than February 26November 20, 2010 as such date may be extended upon the mutual agreement of the Company and the Investor 2003 (the “Outside Date”), and of which the Other Investors will be notified in advance by the Placement Agent. The Closing shall take place at the New York City offices of Proskauer Rose LLP or at such other location as mutually agreed upon by the Investor and Company. At the Closing, the Company shall deliver to the Investor a Note Investor: (a) one or more stock certificates representing the aggregate dollar amount of the Note set forth in Paragraph 2 of the Securities Purchase Agreement, along with a Warrant to purchase the number of shares of Common Stock equal to the number of Units set forth in paragraph 3 of the Securities Purchase Agreement (the “Shares”), each such certificate to be registered in the name of the Investor or, if so indicated on the Stock Certificate Questionnaire attached hereto as Exhibit B, in the name of a nominee designated by the Investor's , (ii) an Additional Investment Right, in the name of the Investor, pursuant to which such Investor shall have the right to acquire a number of shares of Common Stock equal to 25% of the number of Units set forth in paragraph 3 of the Securities Purchase Price divided Agreement (the “Underlying Shares"), (iii) a legal opinion from Dxxxxx & Wxxxxxx LLP (“Company Counsel”), dated the Closing Date, substantially in the form attached hereto as Exhibit D (the “Legal Opinion”), and (iv) duly executed Transfer Agent Instructions, substantially in the form of Exhibit F, acknowledged by six the Company’s transfer agent (6the “Transfer Agent Instructions”). In exchange for the delivery of the SecuritiesAdditional Investment Right and the stock certificates representing the Shares, the Investor shall pay deliver or cause to be delivered the Purchase Price to the Company, net of all closing fees and expenses, Company by wire transfer of immediately available funds pursuant to the Company's ’s written instructions. The Company's ’s obligation to issue and sell the Securities Units to the Investor shall be subject to the satisfaction of the following conditions, any one or more of which may be waived by the Company: (a) prior receipt by the Company of a an executed copy of this Agreement executed by the InvestorAgreement; (b) the accuracy of the representations and warranties made by the Investor in this Agreement and the fulfillment of the obligations of the Investor to be fulfilled by it under this Agreement on or prior to the Closing; and (c) the absence of any order, writ, injunction, judgment or decree that questions the validity of the Transaction Documents Agreements or the right of the Company or the Investor to enter into such Transaction Documents or to consummate the transactions contemplated hereby and thereby. The Investor's obligation to purchase the Securities shall be subject to the satisfaction of the following conditions, any one or more of which may be waived by the Investor: (a) the accuracy of the representations and warranties made by the Company in this Agreement on the date hereof and, if different, on the Closing Date; (b) the execution and delivery by the Company of the Note and the Warrant; (c) the fulfillment of the obligations of the Company under this Agreement on or prior to the Closing; and (d) the absence of any order, writ, injunction, judgment or decree that questions the validity of the Transaction Documents or the right of the Company or the Investor to enter into such Transaction Documents Agreements or to consummate the transactions contemplated hereby and thereby.

Delivery of the Units at Closing. The completion of the purchase and sale of the Securities Shares and Warrants (the “"Closing”") shall occur on a date mutually agreed upon specified by the Company and the Investor (the “"Closing Date”"), which date shall not be later than [February 26___, 2010 as such date may be extended upon the mutual agreement of the Company and the Investor 2008] (the “"Outside Date”"), and of which the Investors will be notified in advance by the Company. At the Closing, the Company shall deliver to the Investor a Note one or more stock certificates representing the aggregate dollar amount number of the Note Shares set forth in Paragraph 2 3 of the Securities Purchase Agreement, each such certificate to be registered in the name of the Investor or, if so indicated on the Stock Certificate Questionnaire attached hereto as Exhibit A, in the name of a nominee designated by the Investor, along with a Warrant to purchase registered in the number of shares of Common Stock equal to such Investor's Purchase Price divided by six (6)same name. In exchange for the delivery of the Securitiesstock certificates representing such Shares and the Warrant, the Investor shall pay deliver the Purchase Price to the Company, net of all closing fees and expenses, Company by wire transfer of immediately available funds pursuant to the Company's written instructions. The Company's obligation to issue and sell the Securities Shares and Warrants to the Investor shall be subject to the satisfaction of the following conditions, any one or more of which may be waived by the Company: (a) prior receipt by the Company of a copy of this Agreement executed by the Investor; (b) completion of purchases and sales of Shares and Warrants under the Agreements with the Other Investors for an aggregate purchase price of not less than $8,500,000; (c) the accuracy of the representations and warranties made by the Investor in this Agreement and the fulfillment of the obligations of the Investor under this Agreement on or prior to the Closing; and (c) the absence of any order, writ, injunction, judgment or decree that questions the validity of the Transaction Documents or the right of the Company or the Investor to enter into such Transaction Documents or to consummate the transactions contemplated hereby and thereby. The Investor's obligation to purchase the Securities shall be subject to the satisfaction of the following conditions, any one or more of which may be waived fulfilled by the Investor: (a) the accuracy of the representations and warranties made by the Company in this Agreement on the date hereof and, if different, on the Closing Date; (b) the execution and delivery by the Company of the Note and the Warrant; (c) the fulfillment of the obligations of the Company it under this Agreement on or prior to the Closing; and (d) the absence of any order, writ, injunction, judgment or decree that questions the validity of the Transaction Documents Agreements or the right of the Company or the Investor to enter into such Transaction Documents Agreements or to consummate the transactions contemplated hereby and thereby. The Investor's obligation to purchase the Shares and Warrants shall be subject to the following conditions, any one or more of which may be waived by the Investor: (a) the completion of purchases and sales under the Agreements with the Other Investors for an aggregate purchase price of not less than $8,500,000; (b) the accuracy of the representations and warranties made by the Company in this Agreement on the date hereof and, if different, on the Closing Date; (c) the execution and delivery by the Company of the Registration Rights Agreement, (d) the fulfillment of the obligations of the Company to be fulfilled by it under this Agreement on or prior to the Closing; and (e) the absence of any order, writ, injunction, judgment or decree that questions the validity of the Agreements or the right of the Company or the Investor to enter into such Agreements or to consummate the transactions contemplated hereby and thereby.

Delivery of the Units at Closing. The completion of the purchase -------------------------------- and sale of the Securities Units (the “"Closing”") shall occur on a date mutually agreed upon by December 30, 2003 (the "Closing Date"), at the offices of the Company's counsel, or at such other time as the Investors and the Company and may mutually agree. On the Investor (the “Closing Date”), which date shall not be later than February 26, 2010 as such date may be extended upon the mutual agreement of the Company and the Investor (the “Outside Date”). At the Closing, the Company shall deliver to each Investor (or its agent) one or more certificates representing the shares of Common Stock and the Warrants underlying the number of Units set forth pursuant to Section 3 of the Securities Purchase Agreement and the attached Schedule A, each such certificate to be registered in the name of the Investor a Note representing or, if so indicated on the aggregate dollar amount of the Note set forth in Paragraph 2 signature page of the Securities Purchase Agreement, along with in the name of a Warrant to purchase nominee designated by the number of shares of Common Stock equal to such Investor's Purchase Price divided by six (6). In exchange for the delivery of the Securities, the Investor shall pay the Purchase Price to the Company, net of all closing fees and expenses, by wire transfer of immediately available funds pursuant to the Company's written instructions. The Company's obligation to issue and sell the Securities Units to the each Investor shall be subject to the satisfaction of the following conditions, any one or more of which may be waived by the Company: (a) prior receipt by completion of the Company of a copy of this Agreement executed by purchases and sales under the InvestorAgreements with the Other Investors; and (b) the accuracy of the representations and warranties made by the Investor in this Agreement Investors and the fulfillment of the obligations those undertakings of the Investor under this Agreement on or Investors to be fulfilled prior to the Closing; . After each Investor (or its agent) receives the certificates representing the shares of Common Stock and (c) the absence Warrants underlying the number of any order, writ, injunction, judgment or decree that questions the validity Units set forth pursuant to Section 3 of the Transaction Documents Securities Purchase Agreement and the attached Schedule A on the Closing Date, each investor shall provide the Company (or its agent) with a certified or official bank check or wire transfer of funds in the right full amount of the Company or purchase price for the Investor to enter into such Transaction Documents or to consummate Units being purchased hereunder as set forth in Section 3 of the transactions contemplated hereby and therebySecurities Purchase Agreement. The Each Investor's obligation to purchase the Securities Units shall be subject to the satisfaction of the following conditions, any one or more of which may be waived by the each Investor: (a) each Investor shall have executed Agreements, in the accuracy aggregate, for the purchase of the representations and warranties made by the Company in this Agreement on the date hereof and, if different, on the Closing Dateat least 57,115 Units; (b) the execution representations and delivery by warranties of the Company set forth herein shall be true and correct as of the Note Closing Date in all material respects (except for representations and the Warrantwarranties that speak as of a specific date, which representations and warranties shall be true and correct as of such date); and (c) the fulfillment each Investor shall have received such documents as such Investor shall reasonably have requested, including, a standard opinion of the obligations Company's counsel as to the matters set forth in Section 4.2 and as to exemption from the registration requirements of the Company under this Agreement on or prior to Securities Act of 1933, as amended (the Closing; and (d) the absence of any order"Securities Act"), writ, injunction, judgment or decree that questions the validity of the Transaction Documents or the right sale of the Company or the Investor to enter into such Transaction Documents or to consummate the transactions contemplated hereby and therebyUnits.