Common use of EXECUTION; CLOSING Clause in Contracts

EXECUTION; CLOSING. The execution and delivery of this Agreement shall occur at the offices of Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, 0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000 at 10:00 a.m., New York time, on August 29, 2011 (the “Execution Date”). The sale and purchase of the Notes to be purchased by each Purchaser shall occur at the offices of Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, 0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000 at 10:00 a.m., New York time, at a closing (the “Closing”) on September 22, 2011 (the “Closing Date”). At the Closing, the Company shall cause to be duly executed, authenticated and delivered to each Purchaser the Notes to be purchased by such Purchaser, as set forth on Schedule A, in the form of a single Note in respect of the 2021 Notes and a single Note in respect of the 2041 Notes (or, in each case, such greater number of Notes in denominations of at least $100,000 as such Purchaser may request prior to the Closing) dated the Closing Date and registered in such Purchaser’s name (or in the name of its nominee) against delivery by such Purchaser to the Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer to the account specified by the Company in accordance with Section 4.9. If at the Closing the Company shall fail to tender such Notes to any Purchaser as provided above in this Section 3, or any of the conditions specified in Section 4 shall not have been fulfilled to such Purchaser’s satisfaction, such Purchaser shall, at its election, be relieved of all further obligations under this Agreement, without thereby waiving any rights such Purchaser may have by reason of such failure or such nonfulfillment.

Appears in 1 contract

Samples: Note Purchase Agreement (Uil Holdings Corp)

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EXECUTION; CLOSING. The execution and delivery of this Agreement shall occur will be made at the offices of Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, 0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000 at 10:00 a.m., New York timeXX 00000-0000, on August 29, 2011 the date first set forth above (the “Execution Date”). The sale and purchase of the Notes Bonds to be purchased by each Purchaser shall occur at the offices of Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, 0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000 XX 00000-0000, at 10:00 a.m., New York City time, at a closing (the “Closing”) on September 22December 17, 2011 (2012 or on such other Business Day on or prior to such date as may be agreed upon by the “Closing Date”)Company and the Purchasers. At the Closing, Closing the Company shall cause to be duly executed, authenticated and delivered to each Purchaser the Notes Bonds to be purchased by such Purchaser, as set forth on Schedule A, Purchaser in the form of a single Note Bond in respect of the 2021 Notes and 2024 Bonds, a single Note Bond in respect of the 2041 Notes 2027 Bonds and a single Bond in respect of the 2042 Bonds (or, in each case, such greater number of Notes Bonds in denominations of at least $100,000 as such Purchaser may request prior to the Closingrequest) dated the Closing Date and registered in such Purchaser’s name (or in the name of its nominee) ), against delivery by such Purchaser to the Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer of immediately available funds to the account specified by the Company in accordance with Section 4.94.10. If at the Closing the Company shall fail to tender such Notes Bonds to any Purchaser as provided above in this Section 3, or any of the conditions specified in Section 4 shall not have been fulfilled to such Purchaser’s reasonable satisfaction, such Purchaser shall, at its election, be relieved of all further obligations under this Agreement, without thereby waiving any rights such Purchaser may have by reason of such failure or such nonfulfillmentnon-fulfillment. If at the Closing any Purchaser shall fail to purchase any Bonds that it is obligated to purchase under this Agreement, then another Institutional Investor approved by the Company may purchase the Bonds scheduled to be purchased by the defaulting Purchaser at the Closing; provided, however, that no such replacement of a defaulting Purchaser shall be deemed to waive any rights or remedies that the Company may have against such defaulting Purchaser by reason of such failure.

Appears in 1 contract

Samples: Bond Purchase Agreement (CMS Energy Corp)

EXECUTION; CLOSING. The execution and delivery of this Agreement shall occur will be made at the offices of Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, 0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000 at 10:00 a.m., New York timeXX 00000- 0000, on August 29, 2011 the date first set forth above (the “Execution Date”). The sale and purchase of the Notes Bonds to be purchased by each Purchaser shall occur at the offices of Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, 0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000 XX 00000-0000, at 10:00 a.m., New York City time, at a closing (the “Closing”) on September 22October 1, 2011 (2018 or on such other Business Day on or prior to such date as may be agreed upon by the “Closing Date”)Company and the Purchasers. At the Closing, Closing the Company shall cause to be duly executed, authenticated and delivered to each Purchaser the Notes Bonds to be purchased by such Purchaser, as set forth on Schedule A, Purchaser in the form of a single Note Bond in respect of the 2021 Notes and 2027 Bonds, a single Note Bond in respect of the 2041 Notes 2038 Bonds and a single Bond in respect of the 2057 Bonds (or, in each case, such greater number of Notes Bonds in denominations of at least $100,000 as such Purchaser may request prior to the Closingrequest) dated the Closing Date and registered in such Purchaser’s name (or in the name of its nominee) ), against delivery by such Purchaser to the Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer of immediately available funds to the account specified by the Company in accordance with Section 4.94.10. If at the Closing the Company shall fail to tender such Notes Bonds to any Purchaser as provided above in this Section 3, or any of the conditions specified in Section 4 shall not have been fulfilled to such Purchaser’s reasonable satisfaction, such Purchaser shall, at its election, be relieved of all further obligations under this Agreement, without thereby waiving any rights such Purchaser may have by reason of such failure by the Company to tender such Bonds or any of the conditions specified in Section 4 not having been fulfilled to such nonfulfillmentPurchaser’s reasonable satisfaction. If at the Closing any Purchaser shall fail to purchase any Bonds that it is obligated to purchase under this Agreement, then another Institutional Investor approved by the Company may purchase the Bonds scheduled to be purchased by the defaulting Purchaser at the Closing; provided, however, that no such replacement of a defaulting Purchaser shall be deemed to waive any rights or remedies that the Company may have against such defaulting Purchaser by reason of such failure.

Appears in 1 contract

Samples: Bond Purchase Agreement (Consumers Energy Co)

EXECUTION; CLOSING. The execution and delivery of this Agreement shall occur will be made at the offices of Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, 0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000 at 10:00 a.m., New York timeXX 00000-0000, on August 29, 2011 the date first set forth above (the “Execution Date”). The sale and purchase of the Notes Bonds to be purchased by each Purchaser shall occur at the offices of Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, 0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000 XX 00000-0000, at 10:00 a.m., New York City time, at two separate closings (each, a closing (the “Closing”) on each of September 2228, 2011 (2017 and November 15, 2017, respectively, or on such other Business Day on or prior to such applicable date as may be agreed upon by the “Closing Date”)Company and the Purchasers. At the Closing, each applicable Closing the Company shall cause to be duly executed, authenticated and delivered to each Purchaser the Notes Bonds to be purchased by such Purchaser, as set forth on Schedule A, Purchaser in the form of a single Note Bond in respect of the 2021 Notes and a single Note in respect each series of the 2041 Notes Bonds to be issued at such Closing (or, in each case, such greater number of Notes Bonds in denominations of at least $100,000 as such Purchaser may request prior to the Closingrequest) dated the applicable Closing Date and registered in such Purchaser’s name (or in the name of its nominee) ), against delivery by such Purchaser to the Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer of immediately available funds to the account specified by the Company in accordance with Section 4.94.10. If at the applicable Closing the Company shall fail to tender such Notes applicable Bonds to any Purchaser as provided above in this Section 3, or any of the conditions specified in Section 4 shall not have been fulfilled to such Purchaser’s reasonable satisfaction, such Purchaser shall, at its election, be relieved of all further obligations under this Agreement, without thereby waiving any rights such Purchaser may have by reason of such failure by the Company to tender such Bonds or any of the conditions specified in Section 4 not having been fulfilled to such nonfulfillmentPurchaser’s reasonable satisfaction. If at the applicable Closing any Purchaser shall fail to purchase any Bonds that it is obligated to purchase under this Agreement, then another Institutional Investor approved by the Company may purchase the Bonds scheduled to be purchased by the defaulting Purchaser at such Closing; provided, however, that no such replacement of a defaulting Purchaser shall be deemed to waive any rights or remedies that the Company may have against such defaulting Purchaser by reason of such failure.

Appears in 1 contract

Samples: Bond Purchase Agreement (Consumers Energy Co)

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EXECUTION; CLOSING. The execution and delivery of this Agreement shall occur will be made at the offices of Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, 0000 Xxxxxxxx00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 at 10:00 a.m., New York timeXX 00000-6131, on August 29, 2011 the date first set forth above (the “Execution Date”). The sale and purchase of the Notes Bonds to be purchased by each Purchaser shall occur at the offices of Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP, 0000 Xxxxxxxx00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 XX 00000-0000, at 10:00 a.m., New York City time, at a closing (the “Closing”) on September 22any Business Day during the period commencing May 1, 2011 (2023 to, but excluding, June 1, 2023 selected by the “Closing Date”)Company, written notice of which the Company shall have provided to each Purchaser at least seven Business Days prior thereto. At the Closing, Closing the Company shall cause to be duly executed, authenticated and delivered to each Purchaser the Notes Bonds to be purchased by such Purchaser, as set forth on Schedule A, Purchaser in the form of a single Note Bond in respect of the 2021 Notes and 2026 Bonds, a single Note Bond in respect of the 2041 Notes 2029 Bonds, a single Bond in respect of the 2032 Bonds and a single Bond in respect of the 2037 Bonds (or, in each case, such greater number of Notes Bonds in denominations of at least $100,000 as such Purchaser may request prior to the Closingrequest) dated the Closing Date and registered in such Purchaser’s name (or in the name of its nominee) ), against delivery by such Purchaser to the Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer of immediately available funds to the account specified by the Company in accordance with Section 4.94.10. If at the Closing the Company shall fail to tender such Notes Bonds to any Purchaser as provided above in this Section 3, or any of the conditions specified in Section 4 shall not have been fulfilled to such Purchaser’s reasonable satisfaction, such Purchaser shall, at its election, be relieved of all further obligations under this Agreement, without thereby waiving any rights such Purchaser may have by reason of such failure by the Company to tender such Bonds or any of the conditions specified in Section 4 not having been fulfilled to such nonfulfillmentPurchaser’s reasonable satisfaction. If at the Closing any Purchaser shall fail to purchase any Bonds that it is obligated to purchase under this Agreement, then another Institutional Investor approved by the Company may purchase the Bonds scheduled to be purchased by the defaulting Purchaser at the Closing; provided, however, that no such replacement of a defaulting Purchaser shall be deemed to waive any rights or remedies that the Company may have against such defaulting Purchaser by reason of such failure.

Appears in 1 contract

Samples: Agreement (CMS Energy Corp)

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