Common use of Option Shares Clause in Contracts

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 6 contracts

Samples: Underwriting Agreement (Preferred Apartment Communities Inc), Underwriting Agreement (Preferred Apartment Communities Inc), Underwriting Agreement (Preferred Apartment Communities Inc)

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Option Shares. In addition, upon on the basis of the warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] shares of Common Stock at the purchase price per share set forth in Section 1(a)Schedule B, less an amount per share equal to any dividends or distributions declared by the Company hereby grants an option to Fund and payable on the Underwriters, acting severally and Initial Shares but not jointly, to purchase payable on the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Shares. The option hereby granted will expire 30 45 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments overallotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time time, date and date place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a "Date of Delivery") shall be determined by the RepresentativesRepresentative, but shall not be later than three seven full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their sole its discretion shall make to eliminate any sales or purchases of a fractional shares. The Underwriters may from time to time increase or decrease the public offering price number of the Option Shares after plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the initial public offering to such extent as the Underwriters may determineprovisions of Section 10 hereof.

Appears in 6 contracts

Samples: Purchase Agreement (Enhanced Equity Yield & Premium Fund, Inc.), Purchase Agreement (Enhanced Equity Yield Fund, Inc.), Purchase Agreement (Enhanced Government Income Fund)

Option Shares. In addition, upon on the basis of the warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [ ] shares of Common Stock at the purchase price per share set forth in Section 1(a)Schedule B, less an amount per share equal to any dividends or distributions declared by the Company hereby grants an option to Fund and payable on the Underwriters, acting severally and Initial Shares but not jointly, to purchase payable on the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Shares. The option hereby granted will expire 30 45 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments overallotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time time, date and date place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a “Date of Delivery”) shall be determined by the RepresentativesRepresentative, but shall not be later than three seven full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their sole its discretion shall make to eliminate any sales or purchases of a fractional shares. The Underwriters may from time to time increase or decrease the public offering price number of the Option Shares after plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the initial public offering to such extent as the Underwriters may determineprovisions of Section 10 hereof.

Appears in 6 contracts

Samples: Purchase Agreement (MLP & Strategic Equity Fund Inc.), Purchase Agreement (Dow 30 Premium & Dividend Income Fund Inc.), Purchase Agreement (Dow 30 Enhanced Premium & Income Fund Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(aparagraph (a), less an amount per share equal to any dividends or distributions declared by the Company and payable on the Initial Shares but not payable on the Option Shares, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which that such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the Representatives, but shall not be later than three five full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Initial Closing Date, Time (as hereinafter defined). If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharespurchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 4 contracts

Samples: Underwriting Agreement (CapLease, Inc.), Underwriting Agreement (CapLease, Inc.), Underwriting Agreement (CapLease, Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to purchase all or any portion of the UnderwritersOption Shares at the same purchase price as the Firm Shares, acting for use solely in covering any over-allotments made by the Underwriters in the sale and distribution of the Firm Shares. The option granted hereunder may be exercised in whole or in part at any time (but not more than once) within 30 days after the effective date of this Agreement upon notice (confirmed in writing) by the Underwriters to the Company setting forth the aggregate number of Option Shares as to which the Underwriters are exercising the option, the names and denominations in which the certificates for the Option Shares are to be registered and the date and time, as determined by you, when the Option Shares are to be delivered, such time and date being herein referred to as the “Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date shall not be earlier than the First Closing Date nor earlier than the second business day after the date on which the option shall have been exercised. Each Underwriter agrees, severally and not jointly, to purchase the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which (subject to such Underwriter adjustments to eliminate fractional shares as you may become obligated to purchase pursuant to determine) that bears the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the same proportion of the total number of Option Shares then being to be purchased which on such Second Closing Date as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Firm Shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and each delivered. The Option Shares will be delivered by the Company to you for the accounts of the Underwriters, acting severally and not jointly, will purchase that proportion several Underwriters against payment of the total number purchase price therefor by wire transfer of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears same day funds payable to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price order of the Option Shares after Company at the initial public offering to offices of Cxxxx-Xxxxxx Capital Group LLC, 200 Xxxxx Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxx, Xxxxxxxxx 00000, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 3 contracts

Samples: Underwriting Agreement (Streamline Health Solutions Inc.), Purchase Agreement (Qumu Corp), Underwriting Agreement (Chembio Diagnostics, Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares in proportion to at the number of Initial Shares set forth opposite same purchase price as the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representatives in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make deem advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Pxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 3 contracts

Samples: Underwriting Agreement (Orthopediatrics Corp), Underwriting Agreement (Orthopediatrics Corp), Underwriting Agreement (Orthopediatrics Corp)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by the Representative, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (day after the date on which the option shall have been exercised. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or earliersimultaneously are, without sold and delivered. The Option Shares will be delivered by the consent Company to the account of the Representative for the respective accounts of the several Underwriters against payment of the purchase price therefor by wire transfer of same day funds payable to the order of the Company, than two full business days) after as appropriate, at the exercise offices of said optionCRT Capital Group LLC, nor in any event prior to 000 Xxxxxx Xxxxx, Xxxxxxxx, XX 00000, or such other location as may be mutually acceptable at 9:00 a.m., Central time, on the Second Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 3 contracts

Samples: Underwriting Agreement (BioPharmX Corp), BioPharmX Corp, BioPharmX Corp

Option Shares. In addition, upon the basis of the representations and warranties and representations and other terms and conditions and agreements herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above less an amount equal to any dividend or distribution payable on Initial Shares that is not also payable on the Option Shares, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company Company, setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the RepresentativesRepresentative, but shall not be later than three five full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters Representative may from cancel the option at any time prior to time increase or decrease its expiration by giving written notice of such cancellation to the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determineCompany.

Appears in 3 contracts

Samples: Underwriting Agreement (Synergy CHC Corp.), Underwriting Agreement (Synergy CHC Corp.), Underwriting Agreement (Synergy CHC Corp.)

Option Shares. In additionThe Company hereby agrees to issue and sell to the Underwriters the Option Shares, upon and the basis of Underwriters shall have the warranties option to purchase, severally and representations and other terms and conditions herein set forthnot jointly, in whole or in part, the Option Shares from the Company (the “Over-Allotment Option”), in each case, at the purchase a price per share set forth in Section 1(a), equal to the Purchase Price less an amount per share equal to any dividends or distributions declared by the Company hereby grants an option and payable on the Firm Shares but not payable on the Option Shares (the “Over-Allotment Option Purchase Price”). The Company and the Underwriters agree that the Underwriters may only exercise the Over-Allotment Option for the purpose of covering over-allotments made in connection with the offering of the Firm Shares. The Representative may exercise the Over-Allotment Option on behalf of the Underwriters at any time in whole, or from time to time in part, on or before the forty-fifth (45th) day after the Effective Date, by giving written notice to the UnderwritersCompany (the “Over-Allotment Exercise Notice”). Each exercise date must be at least one (1) business day after the written notice is given and may not be earlier than the Closing Date nor later than ten (10) business days after the date of such notice. On each day, acting if any, that the Option Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, Shares (subject to such adjustments to eliminate fractional shares as the Company will sell Representative may determine) that bears the same proportion to each Underwriter the proportion of the total number of the Option Shares then being to be purchased which on such additional closing date (“Additional Closing Date”) as the number of Initial Firm Shares set forth in Schedule I A hereto opposite the name of such Underwriter bears to the total number of Initial the Firm Shares, and each . The Representative may cancel any exercise of the UnderwritersOver-Allotment Option at any time prior to the Closing Date or the applicable Additional Closing Date, acting severally and not jointlyas the case may be, will purchase that proportion by giving written notice of such cancellation to the total Company. The Over-Allotment Exercise Notice shall set forth: (i) the aggregate number of Option Shares then being purchased as to which the number of Initial Over-Allotment Option is being exercised; (ii) the Over-Allotment Option Purchase Price; (iii) the names and denominations in which the Option Shares set forth in Schedule I hereto opposite are to be registered; and (iii) any Additional Closing Date. Payment for the name of such Underwriter bears to the total number of Initial SharesOption Shares shall be made, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price against delivery of the Option Shares after to be purchased, by wire transfer in immediately available funds to the initial public offering account(s) specified by the Company to the Representative at least two (2) business day in advance of such extent payment at the office of VCL Law LLP on any Additional Closing Date, or at such other place on the same or such other date and time, as shall be designated in writing by the Underwriters may determineRepresentative. Delivery of the Option Shares shall be made through the facilities of DTC, unless the Representative shall otherwise instruct.

Appears in 3 contracts

Samples: Underwriting Agreement (Linkers Industries LTD), Underwriting Agreement (Linkers Industries LTD), Underwriting Agreement (Linkers Industries LTD)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 109 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the RepresentativesRepresentative, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharespurchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 3 contracts

Samples: Underwriting Agreement (Turning Point Brands, Inc.), Underwriting Agreement (Turning Point Brands, Inc.), Underwriting Agreement (Turning Point Brands, Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(aparagraph (a), the Company hereby grants an option to purchase all or any part of the [_______] Option Shares to the Underwriters, acting severally and not jointly, to purchase the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a "Date of Delivery") shall be determined by the RepresentativesRepresentative, but shall not be later than three ten full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase the number of Option Shares which the Company has been advised by the Representative have been attributed to such Underwriter or, if the Company has not been so advised, that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 3 contracts

Samples: Underwriting Agreement (Opinion Research Corp), Underwriting Agreement (Opinion Research Corp), Underwriting Agreement (Opinion Research Corp)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the Underwriter an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to covering any over-allotments made by the number of Initial Shares set forth opposite Underwriter in the names sale and distribution of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Underwriter to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then Underwriter is exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (day after the date on which the option shall have been exercised. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or earliersimultaneously are, without sold and delivered. The Option Shares will be delivered by the consent Company to you against payment of the Company, than two full business days) after the exercise purchase price therefor by wire transfer of said option, nor in any event prior same day funds payable to the order of the Company at the offices of Xxxxx-Xxxxxx Capital Group LLC, 000 Xxxxx 0xx Xxxxxx, Xxxxx 000, Xxxxxxxxxxx, Xxxxxxxxx, or such other location as may be mutually acceptable at 9:00 a.m., Central time, on the Second Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 3 contracts

Samples: Purchase Agreement (Orion Energy Systems, Inc.), Purchase Agreement (Icad Inc), Purchase Agreement (Quantum Fuel Systems Technologies Worldwide, Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(aparagraph (a), the Company and each Option Selling Stockholder, acting severally and not jointly, hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company and each Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters Selling Stockholder in Schedule I hereto, all or any part of the Option Shares set forth in Schedule I opposite its name, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company and the Attorneys setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company and each Option Selling Stockholder will sell to each Underwriter the that proportion of the total number of Option Shares then being purchased which the number of Initial Option Shares set forth in Schedule I hereto opposite the name of the Company or such Underwriter Option Selling Stockholder bears to the total number of Initial Option Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Underwriters in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Underwriting Agreement (Website Pros Inc), Underwriting Agreement (Website Pros Inc)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares in proportion to be sold by the number of Initial Shares set forth opposite Company hereunder, at the names of same purchase price as the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by the Representative, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised, unless otherwise agreed. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representative in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make Representative deems advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Option Shares will be delivered by the Company to you for the accounts of the several Underwriters against payment of the purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of BTIG, LLC, 000 Xxxxxxxxxx Xxxxxx, 6th Floor, San Francisco, California 94111, or such other location as may from time to time increase or decrease be mutually acceptable at 10:00 a.m., Eastern time, on the public offering price Second Closing Date. Delivery of the Option Shares after Shares, in book-entry form shall be made by credit through DWAC or full fast transfer to the initial public offering to such extent as accounts at the Underwriters may determineDepository Trust Company designated by the Representative.

Appears in 2 contracts

Samples: Purchase Agreement (Zosano Pharma Corp), Purchase Agreement (Zosano Pharma Corp)

Option Shares. In addition, upon Delivery of definitive certificates for the basis Option Shares to be purchased by the several Underwriters pursuant to the exercise of the warranties and representations and other terms and conditions herein set forth, at option granted by this Section 7 shall be made against payment of the purchase price per share set forth therefor by the several Underwriters by certified or official bank check or checks drawn in Section 1(anext-day funds, payable to the order of the Company (and the Company agrees not to deposit any such check in the bank on which it is drawn, and not to take any other action with the purpose or effect of receiving immediately available funds, until the business day following the date of its delivery to the Company). In the event of any breach of the foregoing, the Company hereby grants an shall reimburse the Underwriters for the interest lost and any other expenses borne by them by reason of such breach. Such delivery and payment shall take place at the offices of Testx, Xxrwxxx & Xhibxxxxx, XXP, 125 Xxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx xx at such other place as may be agreed upon among the Representatives and the Company (i) on the Closing Date, if written notice of the exercise of such option is received by the Company at least two (2) full business days prior to the UnderwritersClosing Date, acting severally and or (ii) on a date which shall not jointlybe later than the third (3rd) full business day following the date the Company receives written notice of the exercise of such option, if such notice is received by the Company less than two (2) full business days prior to purchase the Closing Date. The certificates for the Option Shares to be so delivered will be made available to you at such office or such other location including, without limitation, in proportion New York City, as you may reasonably request for checking at least one (1) full business day prior to the number date of Initial Shares set forth opposite payment and delivery and will be in such names and denominations as you may request, such request to be made at least two (2) full business days prior to such date of payment and delivery. If the names Representatives so elect, delivery of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with by credit through full fast transfer to the offering accounts at The Depository Trust Company designated by the Representatives. It is understood that you, individually, and distribution not as the Representatives of the Initial Shares upon notice several Underwriters, may (but shall not be obligated to) make payment of the purchase price on behalf of any Underwriter or Underwriters whose check or checks shall not have been received by the Representatives you prior to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for the Option Shares to be purchased by such Option SharesUnderwriter or Underwriters. Any such time and date of delivery (a “Date of Delivery”) shall be determined payment by the Representatives, but you shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in relieve any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number or Underwriters of Initial Shares, and each any of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in its or their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determineobligations hereunder.

Appears in 2 contracts

Samples: Alkermes Inc, Alkermes Inc

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over‑allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor, unless otherwise agreed by the parties, earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharesseveral Underwriters, subject in each case to such adjustments among the Underwriters as adjusted by the Representatives in their sole discretion shall make such manner as the Representative deems advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Xxxxx-Xxxxxx Capital Group LLC, 000 Xxxxx Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxx, Xxxxxxxxx 00000, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 2 contracts

Samples: Underwriting Agreement (IZEA Worldwide, Inc.), Underwriting Agreement (IZEA, Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters Company in Schedule I hereto, all or any part of the Option Shares set forth in Schedule I opposite such party's name, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”an "Option Closing Time") shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell that number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase the number of Option Shares that bear the same proportion to each Underwriter the proportion of the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter the Company bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Underwriting Agreement (Customers Bancorp, Inc.), Underwriting Agreement (Customers Bancorp, Inc.)

Option Shares. In addition, upon (a) On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)Company, certain of the Company Selling Stockholders and the Over-Allotment Selling Stockholders, all as identified on Schedule C, hereby grants an option grant to the several Underwriters, acting severally and not jointly, to purchase the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering distribution and distribution sale of the Initial Firm Shares upon notice only, nontransferable options to purchase up to an aggregate of 315,000 Option Shares at the purchase price per share for the Firm Shares set forth in Section 5 hereof. Such options may be exercised by the Representatives on behalf of the several Underwriters on one (1) or more occasions in whole or in part during the period of forty-five (45) days after the date on which the Firm Shares are initially offered to the Company setting forth public, by giving written notice to the Company, such Selling Stockholders and Over-Allotment Selling Stockholders, as the case may be. The number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined purchased by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after each Underwriter upon the exercise of said option, nor in any event prior to such option shall be the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the same proportion of the total number of Option Shares then being to be purchased which by the several Underwriters pursuant to the exercise of such option as the number of Initial Firm Shares purchased by such Underwriter (set forth in Schedule I hereto opposite the name of such Underwriter A hereto) bears to the total number of Initial Shares, and each of Firm Shares purchased by the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares several Underwriters (set forth in Schedule I hereto opposite A hereto), adjusted by the name of Lead Representative in such Underwriter bears manner as to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of avoid fractional shares. The Underwriters may from time to time increase or decrease the public offering price Company has agreed with certain of the Option Shares after Selling Stockholders and the initial public offering to such extent as Over-Allotment Selling Stockhold- ers and the Underwriters may determinehereby agree that the first 124,173 shares as to which the Underwriters' over-allotment options are exercised will be sold by such Selling Stockholders and Over-Allotment Selling Stockholders on a pro rata basis based on the relative amounts subject to sale by such persons as set forth under "Principal and Selling Stockholders," and any of the remaining 190,827 shares as to which the Underwriters' over-allotment options are exercised will be sold by the Company.

Appears in 2 contracts

Samples: Underwriting Agreement (All-Comm Media Corp), Underwriting Agreement (All-Comm Media Corp)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor, unless otherwise agreed by the parties, earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharesseveral Underwriters, subject in each case to such adjustments among the Underwriters as adjusted by the Representatives in their sole discretion shall make such manner as the Representative deems advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Xxxxx-Xxxxxx Capital Group LLC, 000 Xxxxx Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxx, Xxxxxxxxx 00000, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 2 contracts

Samples: Underwriting Agreement (Akoustis Technologies, Inc.), Underwriting Agreement (Icad Inc)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)Company, the Company with respect to 1,000,000 Option Shares, hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be but in no event earlier than the First Closing Date nor earlier than the second business day or later than three full the tenth business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representative in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make Representative deems advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Xxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 2 contracts

Samples: Purchase Agreement (Motus GI Holdings, Inc.), Purchase Agreement

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the RepresentativesRepresentative, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharespurchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Underwriting Agreement (Pacific DataVision, Inc.), Underwriting Agreement (Pacific DataVision, Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to at the number of Initial Shares purchase price per share set forth opposite the names of the Underwriters in Schedule I heretoparagraph (a), plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not in no event in more than twicetwo installments) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a "Date of Delivery") shall be determined by the RepresentativesRepresentative, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of such Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial SharesUnderwriters, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Underwriting Agreement (New York Mortgage Trust Inc), New York Mortgage Trust Inc

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)Company, with respect to the Company Option Shares, hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Securities. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Shares set forth in Schedule I hereto opposite the name of Firm Securities to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Shares then being Firm Securities to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representatives in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make deem advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Securities previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Pxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 2 contracts

Samples: Underwriting Agreement (Leap Therapeutics, Inc.), Underwriting Agreement (Leap Therapeutics, Inc.)

Option Shares. In addition, upon the Company agrees to issue and sell the Option Shares to the several Underwriters as provided in this Agreement, and the Underwriters, on the basis of the representations, warranties and representations agreements set forth herein and other terms subject to the conditions set forth herein, shall have the option to purchase, severally and conditions herein set forthnot jointly, from the Company the Option Shares at the purchase a price per share set forth in Section 1(a)paragraph 2 of Schedule 3 hereto, less an amount per share equal to any dividends or distributions declared by the Company hereby grants an option to and payable on the Underwriters, acting severally and Underwritten Shares but not jointly, to purchase payable on the Option Shares. If any Option Shares in proportion are to be purchased, the number of Initial Option Shares to be purchased by each Underwriter shall be the number of Option Shares which bears the same ratio to the aggregate number of Option Shares being purchased as the number of Underwritten Shares set forth opposite the names name of such Underwriter in Schedule 1 hereto (or such number increased as set forth in Section 12 hereof) bears to the aggregate number of Underwritten Shares being purchased from the Company by the several Underwriters, subject, however, to such adjustments to eliminate any fractional Shares as the Representatives in their sole discretion shall make. The Underwriters may exercise the option to purchase Option Shares at any time in whole, or in part, on or before the thirtieth day following the date of the Underwriters in Schedule I heretoProspectus, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part by written notice from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting Company. Such notice shall set forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option is being exercised and the date and time when the Option Shares are to be delivered and paid for, which may be the same date and time as the Closing Date (as hereinafter defined) but shall not be earlier than the Closing Date or later than the tenth full business day (as hereinafter defined) after the date of payment and delivery for such Option Shares. Any notice (unless such time and date are postponed in accordance with the provisions of delivery (a “Date of Delivery”) Section 12 hereof). Any such notice shall be determined by the Representatives, but shall not be later than three full given at least two business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion date and time of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determinedelivery specified therein.

Appears in 2 contracts

Samples: Underwriting Agreement (Apollo Residential Mortgage, Inc.), Underwriting Agreement (Apollo Commercial Real Estate Finance, Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at each of the purchase price per share set forth in Section 1(a)Forward Seller (as agent for the Forward Counterparty, with respect to the Borrowed Option Shares) and the Company (with respect to the Company Top-Up Option Shares) hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Forward Seller (as agent for the Forward Counterparty, with respect to the Borrowed Option Shares) and the Company (with respect to the Company Top-Up Option Shares) all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which that such Underwriter may become be obligated to purchase pursuant to the provisions of Section 108 hereof, at the purchase price per share set forth in paragraph (a) above, less an amount per share equal to any dividends or distributions declared by the Company and payable on the Initial Shares but not payable on the Option Shares. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering overwithin such 30-allotments which may be made in connection with the offering and distribution of the Initial Shares day period upon written notice by the Representatives to the Forward Counterparty, the Forward Seller and the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than three five full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Date, Time (as hereinafter defineddefined below). If the option is exercised as The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Underwriting Agreement (Northstar Realty Finance Corp.), Underwriting Agreement (Northstar Realty Finance Corp.)

Option Shares. In addition, upon the Company agrees to issue and sell the Option Shares to the several Underwriters as provided in this Agreement, and the Underwriters, on the basis of the representations, warranties and representations and other terms and conditions herein set forth, at the purchase price per share agreements set forth in Section 1(a)herein and subject to the conditions set forth herein, shall have the Company hereby grants an option to the Underwriterspurchase, acting severally and not jointly, to purchase from the Company the Option Shares in proportion at a price per share of $18.27, less an amount per share equal to any dividends or distributions declared by the Company and payable on the Underwritten Shares but not payable on the Option Shares. If any Option Shares are to be purchased, the number of Initial Option Shares to be purchased by each Underwriter shall be the number of Option Shares which bears the same ratio to the aggregate number of Option Shares being purchased as the number of Underwritten Shares set forth opposite the names name of such Underwriter in Schedule 1 hereto (or such number increased as set forth in Section 13 hereof) bears to the aggregate number of Underwritten Shares being purchased from the Company by the several Underwriters, subject, however, to such adjustments to eliminate any fractional Shares as the Representatives in their sole discretion shall make. The Underwriters may exercise the option to purchase Option Shares at any time in whole, or in part, on or before the thirtieth day following the date of the Underwriters in Schedule I heretoProspectus, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part by written notice from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting Company. Such notice shall set forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option is being exercised and the date and time when the Option Shares are to be delivered and paid for, which may be the same date and time as the Closing Date (as hereinafter defined) but shall not be earlier than the Closing Date or later than the tenth full business day (as hereinafter defined) after the date of payment and delivery for such Option Shares. Any notice (unless such time and date are postponed in accordance with the provisions of delivery (a “Date of Delivery”) Section 13 hereof). Any such notice shall be determined by the Representatives, but shall not be later than three full given at least two business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion date and time of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determinedelivery specified therein.

Appears in 2 contracts

Samples: Management Agreement (Apollo Commercial Real Estate Finance, Inc.), www.sec.gov

Option Shares. In addition, upon Upon the basis of the representations and warranties and representations and subject to the other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants an option to FBR to (i) purchase from the UnderwritersCompany, acting severally and not jointlyas initial purchaser, up to purchase the an aggregate of 6,075,000 Option Shares in proportion at the 144A/Regulation S Purchase Price per share (the "Purchased Option Shares"); and (ii) place, as exclusive placement agent for the Company, up to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional that number of Option Shares remaining, after subtracting any Purchased Option Shares with respect to which such Underwriter may become obligated to purchase FBR has exercised its option pursuant to clause (i), at the provisions of Section 10Regulation D Purchase Price per share (the "Placed Option Shares"). The option granted hereby granted will expire 30 thirty (30) days after the date hereof and may be exercised in whole or in part from time to time (but not in one or more than twice) installments, including at the Closing Time, only for the purpose of covering over-additional allotments which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representatives FBR to the Company setting forth (i) the number of Option Shares as to which the several Underwriters are FBR is then exercising the option option, (ii) the names and denominations to which the Option Shares are to be delivered in book-entry form through the facilities of The Depository Trust Company ("DTC"), (iii) the number of Option Shares that will be Purchased Option Shares and the number of Option Shares that will be Placed Option Shares, and (iv) the time and date of payment for and delivery for of such Option SharesShares in book-entry form. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the RepresentativesFBR, but shall not be later than three five (5) full business days Business Days (or earlier, without the consent of the Company, as defined herein) nor earlier than two one (1) full business days) Business Day after the exercise of said option, nor in any event prior to the Closing DateTime, as hereinafter definedunless otherwise agreed in writing by FBR and the Company. If the option is exercised as to all or any portion For purposes of the Option Sharesthis Agreement, the Company will sell term "Business Day" means with respect to any act to be performed hereunder, each Underwriter the proportion of the total number of Option Shares then being purchased Monday, Tuesday, Wednesday, Thursday and Friday that is not a day on which the number of Initial Shares set forth banking institutions in Schedule I hereto opposite the name of New York, New York or other applicable places where such Underwriter bears act is to the total number of Initial Sharesoccur are authorized or obligated by applicable law, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears regulation or executive order to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determineclose.

Appears in 2 contracts

Samples: Loan and Security Agreement (Banctec Inc), Loan and Security Agreement (Banctec Inc)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)Company, the Company with respect to 750,000 Option Shares, hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part at any time and from time to time (but not more than twice) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be earlier than the First Closing Date nor earlier than the second business day or later than three full the tenth business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representative in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make Representative deems advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company, as appropriate, to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company, as appropriate, at the offices of Xxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 2 contracts

Samples: Purchase Agreement (CONTRAFECT Corp), Purchase Agreement

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters Company in Schedule I hereto, all or any part of the Option Shares set forth in Schedule I opposite such party’s name, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the RepresentativesRepresentative, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell that number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase the number of Option Shares that bear the same proportion to each Underwriter the proportion of the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter the Company bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto II opposite the name of such Underwriter (plus any portion of the Initial Shares purchased by such Underwriter as Defaulted Shares) bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The “Last Option Closing Date” means the earlier of (1) three full business days after the date that is 30 days after the date hereof or (2) the date on which an Option Closing Time occurs at which the Underwriters may purchase from time to time increase or decrease the public offering price Company that number of the Option Shares after that, when added to the initial public offering total number of Option Shares previously purchased at all Option Closing Times occurring prior to such extent as date, equals the Underwriters may determinetotal number of Option Shares set forth in the first paragraph of this Agreement.

Appears in 2 contracts

Samples: Underwriting Agreement (HomeStreet, Inc.), Underwriting Agreement (HomeStreet, Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares in proportion to at the number of Initial Shares set forth opposite same purchase price as the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representatives in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make deem advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Xxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 2 contracts

Samples: Underwriting Agreement (Orthopediatrics Corp), Underwriting Agreement (ViewRay, Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(aparagraph (a), the Company and each Selling Stockholder hereby grants an option to purchase, in the respective numbers of shares of Common Stock and Preferred Stock set forth opposite the names of the Company and each Selling Stockholder in Schedule I hereto, to the Underwriters, acting severally and not jointly, to purchase in the Option Shares in proportion to the number respective numbers of Initial Shares shares of Common Stock set forth opposite the names of the Underwriters in Schedule I II hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a "Date of Delivery") shall be determined by the RepresentativesRepresentative, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company and each Selling Stockholder will sell to each Underwriter the that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of the Company or such Underwriter Selling Stockholder bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: American Home Mortgage Holdings Inc, American Home Mortgage Holdings Inc

Option Shares. In addition, upon on the basis of the warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company and each Selling Stockholder hereby grants an option to the Underwriters, acting severally and not jointly, several Underwriters to purchase the Option Shares in proportion to at the number of Initial Shares price per share as set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 102(a) hereof. The option granted hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from by giving written notice (i) at any time to time before the Closing Time and (but not more than twiceii) only for once thereafter within 30 days after the purpose date of covering over-allotments which may be made in connection with the offering and distribution this Agreement, by you, as Representative of the Initial Shares upon notice by the Representatives several Underwriters, to the Company and each Selling Stockholder setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for at which such Option Sharescertificates are to be delivered. Any such The time and date of delivery (a “Date of Delivery”) at which certificates for Option Shares are to be delivered shall be determined by the Representatives, Representative but shall not be earlier than three nor later than three 10 full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Time (such time and date being herein referred to as the “Option Closing Date, as hereinafter defined”). If the date of exercise of the option is exercised three or more days before the Closing Time, the notice of exercise shall set the Closing Time as the Option Closing Date. If any Option Shares are to be purchased, (a) the number of Option Shares to be purchased by each Underwriter shall be in the same proportion to the total number of Option Shares being purchased as the number of Firm Shares being purchased by such Underwriters bears to the total number of Firm Shares, adjusted by you in such manner as to all or any portion avoid fractional shares, (b) the number of the Option Shares, Shares to be sold by the Company will sell to each Underwriter the proportion shall be one-third of the total number of Option Shares then being purchased which to be sold and (c) the number of Initial Option Shares set forth to be sold by each Selling Stockholder shall be in Schedule I hereto opposite the name same proportion to the total number of Option Shares being sold by such Underwriter Selling Stockholder as the number of Firm Shares being sold by such Selling Stockholder bears to the total number of Initial SharesFirm Shares being sold by the Selling Stockholders. You, as Representative of the several Underwriters, may cancel such option at any time prior to its expiration by giving written notice of such cancellation to the Company and each of Selling Stockholder. To the Underwritersextent, acting severally and not jointlyif any, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharesoption is exercised, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of payment for the Option Shares after shall be made on the initial public offering Option Closing Date in federal (same-day funds) through the facilities of The Depository Trust Company in New York, New York drawn to such extent as the Underwriters may determineorder of the Company for the Option Shares sold by it and the Selling Stockholders for the Option Shares sold by them.

Appears in 2 contracts

Samples: Underwriting Agreement (Colfax CORP), Underwriting Agreement (BDT Capital Partners, LLC)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)Company, the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representative in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make Representative deems advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Custodian and the Company, as appropriate, to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Custodian or the Company, as appropriate, at the offices of Xxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 2 contracts

Samples: Underwriting Agreement (Nuvectra Corp), Underwriting Agreement (Nuvectra Corp)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(aparagraph (a), the Company hereby grants an option to each of the Underwriters, acting severally and not jointly, to purchase the respective number of Option Shares set forth in proportion Schedule I opposite its name, and each Underwriter agrees, severally and not jointly, to purchase from the Company the number of Initial Option Shares set forth opposite the names of the Underwriters in Schedule I heretoopposite such Underwriter's name, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a "Date of Delivery") shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Underwriting Agreement (Meadowbrook Insurance Group Inc), Underwriting Agreement (Meadowbrook Insurance Group Inc)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representative in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make Representative deems advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease the public offering price account of the Option Shares after Representative for the initial public offering respective accounts of the several Underwriters against payment of the purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Xxxxx Xxxxxxx & Co., 000 Xxxxxxxx Xxxx, Xxxxx 0000, Xxxxxxxxxxx, XX 00000, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 2 contracts

Samples: Purchase Agreement (Trovagene, Inc.), Purchase Agreement (Trovagene, Inc.)

Option Shares. In addition, upon the basis of the representations and warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)) hereof, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”an "Option Closing Date") shall be determined by the RepresentativesRepresentative, and may be the First Closing Date (as hereinafter defined), but otherwise shall not be later than three five full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the First Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative, in their its sole discretion discretion, shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Medical Properties Trust Inc, Medical Properties Trust Inc

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a), the Company and each Selling Stockholder hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company and each Selling Stockholder in Schedule I, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoopposite such party's name, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 109. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company and the Attorneys setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”an "Option Closing Time") shall be determined by the Representatives, but shall not be later than three [three] full business days (or earlier, without the consent of the Company, than two [two] full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company and each Selling Stockholder will sell that number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase the number of Option Shares that bear the same proportion to each Underwriter the proportion of the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule I hereto opposite the name of the Company or such Underwriter Selling Stockholder bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto II opposite the name of such Underwriter bears to the total number of Initial SharesShares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 9, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Aventine Renewable Energy Holdings Inc, Aventine Renewable Energy Holdings Inc

Option Shares. In addition, upon (a) On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants an option to and the UnderwritersSelling Stockholder that is identified in Schedule B hereto, acting severally and not jointly, to purchase the Option Shares in proportion hereby grant to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoseveral Underwriters, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering distribution and distribution sale of the Initial Firm Shares upon notice only, a nontransferable option to purchase up to 62,033 and 702,967 Option Shares, respectively, at the purchase price per share for the Firm Shares set forth in Section 3 hereof. Such option may be exercised by the Representatives on behalf of the several Underwriters on one (1) or more occasions in whole or in part during the period of thirty (30) days after the date on which the Firm Shares are initially offered to the public, by giving written notice to the Company setting forth and such Selling Stockholder. Any exercise of the option granted to the Underwriters pursuant to this Section 7 shall first be applied to the Option Shares offered by the Selling Stockholder, with any Option Shares in excess of 702,967 Option Shares to be sold to the Underwriters by the Company. The number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined purchased by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after each Underwriter upon the exercise of said option, nor in any event prior to such option shall be the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the same proportion of the total number of Option Shares then being to be purchased which by the several Underwriters pursuant to the exercise of such option as the number of Initial Firm Shares purchased by such Underwriter (set forth in Schedule I hereto opposite the name of such Underwriter A hereto) bears to the total number of Initial Shares, and each of Firm Shares purchased by the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares several Underwriters (set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial SharesA hereto), subject in each case to such adjustments among the Underwriters as adjusted by the Representatives in their sole discretion shall make such manner as to eliminate any sales or purchases of avoid fractional shares. Delivery of definitive certificates for the Option Shares to be purchased by the several Underwriters pursuant to the exercise of the option granted by this Section 7 shall be made against payment of the purchase price therefor by the several Underwriters by certified or official bank check or checks drawn in same-day funds or by wire transfer in same-day funds, payable to the order of the Company (to the extent that the Option Shares are sold by the Company) and the Custodian (to the extent that the Option Shares are sold by the Selling Stockholder) for the account of the Selling Stockholder. Such delivery and payment shall take place at the offices of Xxxxx Xxxxxxx Rain Xxxxxxx, 0000 Xxxx Xxxxxx, Suite 2200, Dallas, Texas, or at such other place as may be mutually agreed upon among the Representatives, the Selling Stockholder and the Company (i) on the Closing Date, if written notice of the exercise of such option is received by the Company at least two (2) full business days prior to the Closing Date, or (ii) on a date which shall not be later than the third (3rd) full business day following the date the Company and the Selling Stockholder (directly or indirectly through the Custodian) receive written notice of the exercise of such option, if such notice is received by the Company and the Selling Stockholder (directly or indirectly through the Custodian) less than two (2) full business days prior to the Closing Date. The Underwriters certificates for the Option Shares to be so delivered will be made available to you at such office or such other location including, without limitation, in New York City, as you may from time reasonably request for checking at least one (1) full business day prior to time increase or decrease the public offering price date of payment and delivery and will be in such names and denominations as you may request, such request to be made at least two (2) full business days prior to such date of payment and delivery. If the Representatives so elect, delivery of the Option Shares after may be made by credit through full fast transfer to the initial public offering to such extent accounts at The Depository Trust Company designated by the Representatives. It is understood that you, individually, and not as the Representatives of the several Underwriters, may (but shall not be obligated to) make payment of the purchase price on behalf of any Underwriter or Underwriters may determinewhose funds shall not have been received by you prior to the date of payment and delivery for the Option Shares to be purchased by such Underwriter or Underwriters. Any such payment by you shall not relieve any such Underwriter or Underwriters of any of its or their obligations hereunder.

Appears in 2 contracts

Samples: Carreker Antinori Inc, Carreker Antinori Inc

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(aparagraph (a), the Company and each Selling Stockholder hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters Company and each Selling Stockholder in Schedule I hereto, all or any part of the Option Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 1010 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representatives to the Company and the Committee setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”"DATE OF DELIVERY") shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing Date, Time (as hereinafter defined), although the notice of such exercise of the option may be given prior to the Closing Time. If the option is exercised as to less than all or any portion of the Option SharesShares or the value of the Company immediately prior to the date of the Prospectus is less than $150 million, which is equivalent to having an Offering Price (as defined below) which is less than approximately $12.35, then (i) the Company will sell to each Underwriter the proportion fifty percent (50%) of the total number of Option Shares then being purchased and (ii) each Selling Stockholder will sell, severally and not jointly, that proportion of the remaining Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter Selling Stockholder bears to the total number of Initial SharesShares sold by all Selling Stockholders, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease In the public offering price event that the option is exercised in full and the value of the Company immediately prior to the date of the Prospectus is equal to or exceeds $150 million, which is equivalent to having an Offering Price which is approximately equal to or exceeds $12.35, then (x) Xxxxxx Xxxxxxxx will sell twenty percent (20%) of the total number of Option Shares after being purchased by the initial public offering Underwriters, (y) the Company will sell forty percent (40%) of the total number of Option Shares being purchased by the Underwriters, and (z) each Selling Stockholder will sell, severally and not jointly, that proportion of the remaining Option Shares then being purchased (or forty percent (40%) of the total number of Option Shares being purchased) which the number of Initial Shares set forth in Schedule I opposite the name of such Selling Stockholder bears to the total number of Initial Shares sold by all Selling Stockholders, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such extent adjustments among the Underwriters as the Underwriters may determineRepresentatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares.

Appears in 2 contracts

Samples: Underwriting Agreement (Websidestory Inc), Websidestory Inc

Option Shares. In addition, upon on the basis of the warranties and representations and other warranties contained herein and subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)herein, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase the Option up to an additional 412,500 Common Shares in proportion to the number of Initial Shares aggregate, at the price per share set forth opposite in Section 3(a) above, less the names per share amount of any dividend or other distribution declared by the Underwriters in Schedule I heretoCompany, plus any additional number the record date of Option Shares which such Underwriter may become obligated to purchase pursuant to occurs during the provisions period from the Closing Time through the applicable Date of Section 10Delivery (as defined below) with respect thereto. The option hereby granted will expire 30 thirty (30) days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representatives, on behalf of the Underwriters, to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than three seven (7) full business days and no earlier than three (or earlier, without the consent of the Company, than two 3) full business days) days after the exercise of said option, nor unless the Date of Delivery is at the Closing Time. The Date of Delivery may also be earlier than three (3) full business days if mutually agreed upon by the Representatives and the Company but in any no event shall the Date of Delivery take place prior to the Closing Date, as hereinafter definedTime. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Firm Shares set forth in Schedule I hereto A opposite the name of such Underwriter bears to the total number of Initial Firm Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of a fractional sharesnumber of Option Shares plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 11 hereof. The Underwriters may from time In addition, the Advisor has agreed to time increase or decrease separately pay the public offering price of Advisor Sales Load Payment with respect to the Option Shares after the initial public offering to such extent as the Underwriters may determineShares.

Appears in 2 contracts

Samples: Underwriting Agreement (Stellus Capital Investment Corp), Underwriting Agreement (Stellus Capital Investment Corp)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company FBR Securities hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from FBR Securities all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Shares. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company FBR Securities setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company FBR Securities will sell that number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase the number of Option Shares that bear the same proportion to each Underwriter the proportion of the total number of Option Shares then being purchased which as the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the plus any additional number of Initial Shares set forth in Schedule I hereto opposite the name of which such Underwriter bears may become obligated to purchase pursuant to the total number provisions of Initial SharesSection 9 hereof, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Underwriting Agreement (Arlington Asset Investment Corp.), Underwriting Agreement (FBR Capital Markets Corp)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the Underwriter an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to covering any over-allotments made by the number of Initial Shares set forth opposite Underwriter in the names sale and distribution of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Underwriter to the Company (the “Option Notice”) setting forth the aggregate number of Option Shares as to which the several Underwriters are then Underwriter is exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the third business days (or earlier, without day after receipt of the consent of Option Notice by the Company, than provided that if the Option Notice is received by the Company two full business days) after the exercise of said option, nor in any event days prior to the First Closing Date it shall be deemed timely. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Option Shares will be delivered by the Company to you against payment of the purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Xxxxx-Xxxxxx Capital Group LLC, 000 Xxxxx 0xx Xxxxxx, Xxxxx 000, Xxxxxxxxxxx, Xxxxxxxxx, or such other location as may be mutually acceptable at 9:00 a.m., Central time, on the Second Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Purchase Agreement (Netlist Inc), Purchase Agreement (Netlist Inc)

Option Shares. In addition, upon the basis of the agreements, warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoI, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said optionsuch option and the delivery of notice of same to the Company, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharespurchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Underwriting Agreement (Armstrong Energy, Inc.), Underwriting Agreement (Armstrong Energy, Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)Company, with respect to [●] of the Company Option Shares, hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option and the time date and time, as determined by you, when the Option Shares are to be delivered, but in no event earlier than the First Closing Date (as defined below) nor earlier than the second business day or later than the tenth business day after the date on which the option shall have been exercised. The number of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) Shares to be purchased by each Underwriter shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representatives in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make deem advisable to eliminate any sales or purchases of avoid fractional shares. The Underwriters may from time to time increase or decrease the public offering price No Option Shares shall be sold and delivered unless all of the Option Firm Shares after the initial public offering to such extent as the Underwriters may determinepreviously have been, or simultaneously are, sold and delivered.

Appears in 2 contracts

Samples: Common Stock (Cachet Financial Solutions, Inc.), Common Stock (Cachet Financial Solutions, Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representative in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make Representative deems advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company, as appropriate, to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company, at the offices of Pxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 2 contracts

Samples: Purchase Agreement (OncoCyte Corp), Purchase Agreement (OncoCyte Corp)

Option Shares. In addition, upon on the basis of the warranties and representations and other warranties contained herein and subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)herein, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase the Option up to an additional [ ] Common Shares in proportion to the number aggregate, at the price per share of Initial Shares set forth opposite [ ], less the names per share amount of any dividend or other distribution declared by the Underwriters in Schedule I heretoCompany, plus any additional number the record date of Option Shares which such Underwriter may become obligated to purchase pursuant to occurs during the provisions period from the Closing Time through the Date of Section 10Delivery (as defined below) with respect thereto. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (part, but not more than twice) only once, for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Firm Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the RepresentativesRepresentative, but shall not be later than three seven (7) full business days and no earlier than three (or earlier, without the consent of the Company, than two 3) full business days) days after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter definedTime. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Firm Shares set forth in Schedule I hereto A opposite the name of such Underwriter bears to the total number of Initial Firm Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their sole its discretion shall make to eliminate any sales or purchases of a fractional shares. The Underwriters may from time to time increase or decrease the public offering price number of the Option Shares after plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the initial public offering to such extent as the Underwriters may determineprovisions of Section 11 hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Alcentra Capital Corp), Underwriting Agreement (Alcentra Capital Corp)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the RepresentativesRepresentative, but shall not be later than three full business days (or earlier, without the prior written consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Underwriting Agreement (Goldleaf Financial Solutions Inc.), Underwriting Agreement (Goldleaf Financial Solutions Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriterspurchase, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional the sale and distribution of the Firm Shares. The number of Option Shares which to be purchased by each Underwriter shall be the same percentage (adjusted by the Representative to eliminate fractions) of the total number of Option Shares to be purchased by the Underwriters as such Underwriter may become obligated to purchase pursuant to is purchasing of the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the date and time, as determined by the Representative, when the Option Shares are to be delivered, such time and date being herein referred to as the “Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date shall not be earlier than the First Closing Date nor earlier than the second business day after the date on which the option shall have been exercised. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Option Shares to be purchased by the Underwriters hereunder, in book-entry form in such authorized denominations and registered in such names as the Representative may request upon at least forty-eight hours’ prior notice to the Company, shall be delivered by or on behalf of the Company to the Representative, through the facilities of DTC, for the respective accounts of the Underwriters, with any transfer taxes payable in connection with the transfer of the Option Shares to the Underwriters duly paid, against payment by the Underwriters of the purchase price therefor by wire transfer of Federal (same-day) funds to the account specified by the Company to the Representative at least forty-eight hours in advance. The time and date of such delivery and payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by 9:00 a.m. New York City time on the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Second Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Underwriting Agreement (Microvision, Inc.), Underwriting Agreement (Microvision, Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares in proportion to at the number of Initial Shares set forth opposite same purchase price as the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representative in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make Representative deem advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Xxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 2 contracts

Samples: Underwriting Agreement (ViewRay, Inc.), Underwriting Agreement (ViewRay, Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at in the event and to the extent that the Underwriters shall exercise the election to purchase price per share set forth in Section 1(a)Option Shares as provided below, the Company hereby grants an option agrees to issue and sell to each of the Underwriters, acting and each of the Underwriters agrees, severally and not jointly, to purchase from the Option Shares in proportion to Company at the same purchase price per Share as the Firm Shares, that portion of the number of Initial Option Shares set forth opposite the names of as to which such election shall have been exercised (to be adjusted by the Underwriters in Schedule I heretoso as to eliminate fractional shares) determined by multiplying such number of Option Shares by a fraction, plus any additional the numerator of which is the maximum number of Option Shares which such Underwriter may become obligated is entitled to purchase pursuant as set forth opposite the name of such Underwriter in Schedule I and the denominator of which is the maximum number of Option Shares that all of the Underwriters are entitled to purchase hereunder. The Company hereby grants to the provisions Underwriters an option to purchase all or any portion of Section 10the Option Shares at the same purchase price as the Firm Shares for use solely in covering any over allotments made by the Underwriters in the sale and distribution of the Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from at any time to time (but not more than twice) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be time, as determined by the Representatives, but when the Option Shares are to be delivered, such time and date being herein referred to as a “Second Closing” and “Second Closing Date,” respectively; provided, however, that a Second Closing Date shall not be later earlier than three full the First Closing Date nor earlier than the second business days (day after the date on which the option shall have been exercised. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or earliersimultaneously are, without sold and delivered. The Option Shares will be delivered by the consent Company to the account of the Representatives for the respective accounts of the several Underwriters against payment of the purchase price therefor by wire transfer of same day funds payable to the order of the Company, than two full business days) after as appropriate, at the exercise offices of said optionNoble Financial Capital Markets, nor in any event prior to the 000 Xxxxxx Xxxx, Xxxxx #000, Xxxx Xxxxx, XX 00000, or such other location as may be mutually acceptable at 9:00 a.m., Eastern time, on a Second Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Underwriting Agreement (Naked Brand Group Inc.), Underwriting Agreement (Naked Brand Group Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company and the Option Selling Stockholders hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company and the Option Selling Stockholders, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoopposite such party’s name, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 1010 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the RepresentativesRepresentative, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company and the Option Selling Stockholders will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto II opposite the name of such Underwriter bears to the total number of Initial Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Underwriting Agreement (ExOne Co), Underwriting Agreement (ExOne Co)

Option Shares. In addition, upon the basis of the representations and warranties and representations and other terms and conditions and agreements herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which that may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company Company, setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters Representatives may from cancel the option at any time prior to time increase or decrease its expiration by giving written notice of such cancellation to the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determineCompany.

Appears in 2 contracts

Samples: Underwriting Agreement (Stronghold Digital Mining, Inc.), Underwriting Agreement (Stronghold Digital Mining, Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(aparagraph (a), less an amount per share equal to any dividends or distributions declared by the Company and payable on the Initial Shares but not payable on the Option Shares, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which that such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the RepresentativesRepresentative, but shall not be later than three five full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharespurchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 2 contracts

Samples: Underwriting Agreement (Ashford Hospitality Trust Inc), Underwriting Agreement (Ashford Hospitality Trust Inc)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company each Option Selling Stockholder, acting severally and not jointly, hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company and each Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters Selling Stockholder in Schedule I hereto, all or any part of the Option Shares set forth in Schedule I opposite such party's name, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company and the Attorneys setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”an "Option Closing Time") shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company each Option Selling Stockholder will sell that number of Option Shares that bears the same proportion to each Underwriter the proportion of the total number of Option Shares then being purchased which as the number of Initial Option Shares set forth in Schedule I hereto opposite the name of such Underwriter Option Selling Stockholder bears to the total number of Initial SharesOption Shares then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto II opposite the name of such Underwriter bears to the total number of Initial Shares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof, subject in each case to such adjustments among the Underwriters as the Representatives Underwriters in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 1 contract

Samples: Liquidity Services Inc

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery being herein referred to as the “Second Closing” and “Second Closing Date” (and with the First Closing Date, each a “Closing Date”), respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor, unless otherwise agreed by the parties, earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharesseveral Underwriters, subject in each case to such adjustments among the Underwriters as adjusted by the Representatives in their sole discretion shall make such manner as the Representative deems advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Northland Securities, Inc., 000 Xxxxx Xxxxx Xxxxxx, Xxxxx 0000, Xxxxxxxxxxx, Xxxxxxxxx 00000, or such extent other location as may be mutually acceptable at 9:00 a.m., Eastern time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (HyreCar Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(aparagraph (a), the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which that such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (time, but not more than twice) two times, only for the purpose of covering over-allotments which that may be made in connection with the offering and distribution of the Initial Shares upon written notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the RepresentativesRepresentative, but shall not be later earlier than three full business days (or earlier, without the consent of the Company, nor later than two five full business days) days after the exercise of said such option, nor in any event prior to the Initial Closing Date, Time (as hereinafter defined). If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharespurchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 1 contract

Samples: Underwriting Agreement (Midlantic Office Trust, Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), (i) the Company hereby grants to the Underwriter an option to purchase all or any portion of the Underwriters, acting severally and not jointly, to purchase the Company Option Shares in proportion (as defined below) and (ii) each Selling Stockholder, with respect to the number of Initial Selling Stockholder Option Shares (as defined below) set forth opposite the names name of the Underwriters such Selling Stockholder in Schedule I hereto, plus any additional number of Option Shares which such hereby grants to the Underwriter may become obligated an option to purchase pursuant to all or any portion of the provisions of Section 10Selling Stockholder Option Shares, in each case at the same purchase price as the Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Underwriter to the Company (with a courtesy copy to its counsel at Xxxxxxx Xxxxxxx & Xxxxxxxx LLP) and to the Attorneys‑in‑Fact setting forth the aggregate number of Option Shares as to which the several Underwriters are then Underwriter is exercising the option and the time date and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be time, as determined by you, when the RepresentativesOption Shares are to be delivered, but shall not be in no event earlier than the First Closing Date (as defined below) nor earlier than the second business day or later than three full the tenth business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to date on which the Closing Date, as hereinafter definedoption shall have been exercised. If the option is exercised as exercised, the obligation of the Underwriter shall be to all purchase from (x) the Company up to 112,500 Option Shares (the “Company Option Shares”) and (y) the Selling Stockholders granting an option to purchase the Option Shares up to 562,500 Option Shares (the “Selling Stockholder Option Shares”). Such purchase shall be on a pro rata basis, with the number of Option Shares to be purchased from the Company or any portion Selling Stockholder (to be adjusted by the Underwriter to avoid fractional shares) to be in the same proportion that the number of the Option Shares, Shares granted by the Company will sell or such Selling Stockholder bears to each Underwriter the proportion of the total number of Option Shares then being purchased which granted by the number of Initial Shares set forth in Schedule I hereto opposite the name of Company and all such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Selling Stockholders. No Option Shares then being purchased which shall be sold and delivered unless the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharespreviously have been, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determinesimultaneously are, sold and delivered.

Appears in 1 contract

Samples: Purchase Agreement (K2m Group Holdings, Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 109 hereof. The option hereby granted will expire 30 [] days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may within such []-day period. Such option shall be made in connection with the offering and distribution of the Initial Shares exercised upon written notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment for and delivery for of such Option Shares. Any such time and date of delivery and payment (a an Date of DeliveryOption Closing Time”) shall be determined by the Representatives, but shall not be later than three [] full business days (or earlier, without the consent of the Company, than two [] full business days) after the exercise of said such option, nor in any event prior to the Closing Date, Time (as hereinafter defineddefined below) or after []. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, plus any additional number of Initial Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 9 hereof, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time In addition, in connection with the sale of any Option Shares, the Advisor agrees to time increase or decrease make the public offering price of the Option Shares after the initial public offering per share Advisor Supplemental Payment and Advisor Sales Load Payment with respect to such extent as the Underwriters may determineOption Shares.

Appears in 1 contract

Samples: Underwriting Agreement (OFS Capital Corp)

Option Shares. In addition, upon On the basis of the warranties and representations and other warranties contained in this Agreement, and subject to its terms and conditions herein set forthconditions, at the purchase price per share set forth in Section 1(a), (i) the Company hereby grants an option agrees to issue and sell the Option Shares to the Underwriters; (ii) each Selling Shareholder named in Schedule II hereto agrees, acting severally and not jointly, to purchase the Option Shares in proportion to sell the number of Initial Option Shares set forth opposite such Selling Shareholder's name in the names lower portion of Schedule II hereto; and (iii) the Underwriters shall have the right to purchase, severally and not jointly, up to an aggregate 337,500 Option Shares from the Sellers at the Purchase Price. Option Shares may be purchased solely for the purpose of covering over-allotments made in connection with the offering of the Firm Shares. The Underwriters in Schedule I hereto, plus any additional number of may exercise their right to purchase Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only by giving written notice thereof to the Company, in care of its Chief Executive Officer, and to Rajexxxx X. Xxxxxxxxx xxx Timoxxx X. Xxxxxx, xxe attorneys-in-fact for the purpose of covering over-allotments which may be made in connection with Selling Shareholders (the offering and distribution "ATTORNEYS"), within 30 days after the date of the Initial Prospectus. You shall give any such notice on behalf of the Underwriters and such notice shall specify the aggregate number of Option Shares upon to be purchased pursuant to such exercise and the date for payment and delivery thereof. The date specified in any such notice by shall be a business day (i) no earlier than the Representatives Closing Date (as hereinafter defined), (ii) no later than ten business days after such notice has been given, and (iii) no earlier than two business days after such notice has been given. If any Option Shares are to be purchased, each Underwriter, severally and not jointly, agrees to purchase from the Company setting forth and each Selling Shareholder the number of Option Shares (subject to such adjustments to eliminate fractional shares as you may determine) which bears the same proportion to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being to be purchased which from the Company as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of such Underwriter in Schedule I bears to the total number of Initial Firm Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 1 contract

Samples: Underwriting Agreement (Complete Business Solutions Inc)

Option Shares. In addition, upon the basis of the representations and warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(aparagraph (a), the Company hereby grants an option to purchase 60,000 Preferred Shares to the Underwriters, acting severally and not jointly, to purchase in the Option Shares in proportion to the number respective numbers of Initial Preferred Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which that such Underwriter may become obligated to purchase pursuant to the provisions of Section 109 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which that may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option option, in whole or in part, and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the RepresentativesRepresentative, but shall not be later than three five full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will shall sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will shall purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 1 contract

Samples: Underwriting Agreement (American Mortgage Acceptance Co)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to purchase all or any portion of the UnderwritersOption Shares at the same purchase price as the Firm Shares, acting for use solely in covering any over-allotments made by the Underwriters in the sale and distribution of the Firm Shares. The option granted hereunder may be exercised in whole or in part at any time (but not more than once) within 30 days after the effective date of this Agreement upon notice (confirmed in writing) by the Underwriters to the Company setting forth the aggregate number of Option Shares as to which the Underwriters are exercising the option, the names and denominations in which the certificates for the Option Shares are to be registered and the date and time, as determined by you, when the Option Shares are to be delivered, such time and date being herein referred to as the “Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date shall not be earlier than the First Closing Date nor earlier than the second business day after the date on which the option shall have been exercised. Each Underwriter agrees, severally and not jointly, to purchase the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which (subject to such Underwriter adjustments to eliminate fractional shares as you may become obligated to purchase pursuant to determine) that bears the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the same proportion of the total number of Option Shares then being to be purchased which on such Second Closing Date as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Firm Shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and each delivered. The Option Shares will be delivered by the Company to you for the accounts of the Underwriters, acting severally and not jointly, will purchase that proportion several Underwriters against payment of the total number purchase price therefor by wire transfer of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears same day funds payable to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price order of the Option Shares after Company at the initial public offering to offices of X. Xxxxx Securities, Inc., 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Rekor Systems, Inc.)

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Option Shares. In addition, upon subject to the basis of the warranties and representations and other terms and conditions herein set forthherein, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 calendar days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30 calendar day period only for the purpose of covering over-allotments which that may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company Company, setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters Representatives may from cancel the option at any time prior to time increase or decrease its expiration by giving written notice of such cancellation to the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determineCompany.

Appears in 1 contract

Samples: Underwriting Agreement (Rhodium Enterprises, Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company and to the Attorneys-in-Fact setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representative in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make Representative deems advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Xxxxx-Xxxxxx Capital Group LLC, 000 Xxxxx Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxx, Xxxxxxxxx, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Purchase Agreement (Neogenomics Inc)

Option Shares. In addition, upon on the basis of the warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, the Fund hereby grants an option to the Underwriters to purchase up to an additional [•] shares of Common Stock at the purchase price per share set forth in Section 1(a)Schedule B, less an amount per share equal to any dividends or distributions declared by the Company hereby grants an option to Fund and payable on the Underwriters, acting severally and Initial Shares but not jointly, to purchase payable on the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Shares. The option hereby granted will expire 30 45 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments overallotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time time, date and date place of payment and delivery for such Option Shares. Any such time and date of delivery for the Option Shares (a “Date of Delivery”) shall be determined by the RepresentativesRepresentative, but shall not be later than three seven full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto A opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their sole its discretion shall make to eliminate any sales or purchases of a fractional shares. The Underwriters may from time to time increase or decrease the public offering price number of the Option Shares after plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the initial public offering to such extent as the Underwriters may determineprovisions of Section 10 hereof.

Appears in 1 contract

Samples: Purchase Agreement (Global Income & Currency Fund Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over‑allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company and to the Attorneys‑in‑Fact setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to date on which the Closing Date, as hereinafter definedoption shall have been exercised. If the option is exercised as exercised, the obligation of each Underwriter shall be to all or any portion purchase from the Company up to an aggregate of the 348,750 Option Shares, the Company will sell . The number of Option Shares to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representative in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make Representative deems advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Custodian and the Company, as appropriate, to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Custodian or the Company, as 20 appropriate, at the offices of Xxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Purchase Agreement (Fulgent Genetics, Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share Common Share set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoopposite such party’s name, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a each, an Date of DeliveryOption Closing Time”) shall be determined by the Representatives, but shall not be later than three seven (7) full business days (or earlier, without the consent of the Company, than two three (3) full business daysdays (or, in the case of the exercise of said option prior to the Closing Time, as hereinafter defined, no earlier than one (1) full business day) after the exercise of said such option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharessell, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determineShares.

Appears in 1 contract

Samples: Underwriting Agreement (RAIT Financial Trust)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representatives in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make deem advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Xxxxx and Company, LLC, 000 Xxxxxxxxx Xxxxxx, 00xx Floor, New York, New York, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Purchase Agreement (Uni-Pixel)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share Series C Preferred Share set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoopposite such party’s name, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a each, an Date of DeliveryOption Closing Time”) shall be determined by the RepresentativesRepresentative, but shall not be later than three seven (7) full business days (or earlier, without the consent of the Company, than two three (3) full business daysdays (or, in the case of the exercise of said option prior to the Closing Time, as hereinafter defined, no earlier than one (1) full business day) after the exercise of said such option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharessell, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determineShares.

Appears in 1 contract

Samples: Underwriting Agreement (RAIT Financial Trust)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), each of the Company and the Selling Shareholder, acting severally and not jointly, hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company and the Selling Shareholder all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, Shares; plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof; provided, further that the Option Shares will be purchased pro rata from the Company and the Selling Shareholder. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) until such date only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, each of the Company and the Selling Shareholder, acting severally and not jointly, will sell to each Underwriter the proportion of the total number of such Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial SharesUnderwriters, and each of the Underwriters, acting severally and not jointly, will purchase from the Company and the Selling Shareholder that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 1 contract

Samples: Underwriting Agreement (Placer Sierra Bancshares)

Option Shares. In addition, upon (a) On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants an option to the several Underwriters, acting severally and not jointly, to purchase the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering distribution and distribution sale of the Initial Firm Shares upon notice by only, a nontransferable option to purchase the Representatives to the Company setting forth the number of Option Shares as at the purchase price per share for the Firm Shares set forth in Section 4 hereof (the "Option"). The Option Arrangement for electronic transfer of or delivery of definitive certificates for the Option Shares to which be purchased by the several Underwriters are then exercising pursuant to the option exercise of the Option granted by this Section 7 shall be made against payment of the purchase price therefor by the several Underwriters by certified or official bank check or checks drawn in same day funds, payable to the order of the Company or by wire transfer in same day funds. In the event of any breach of the foregoing, the Company shall reimburse the Underwriters for the interest lost and any other expenses borne by them by reason of such breach. Such delivery and payment shall take place at the offices of Nuttxx, XxClxxxxx &Xxsh, LLP, One Xxxxxxxxxxxxx Xxxxx, Xxxxxx, Xxxxxxxxxxxxx xx at such other place as may be agreed upon between the Representatives and the time Company (i) on the Closing Date, if written notice of the exercise of such option is received by the Company at least two (2) full business days prior to the Closing Date, or (ii) on a date which shall not be later than the third (3rd) full business day following the date the Company receives written Notice of the Option, if such notice is received by the Company after the date two (2) full business days prior to the Closing Date. The certificates for the Option Shares to be so delivered will be made available to you at such office or such other location, as you may reasonably request for checking at least one (1) full business day prior to the date of payment and delivery and will be in such names and denominations as you may request, such request to be made at least two (2) full business days prior to such date of payment and delivery. If the Representatives so elect, delivery of the Option Shares may be made by credit through full fast transfer to the accounts at The Depository Trust Company designated by the Representatives. It is understood that each of you, individually, and not as the Representatives of the several Underwriters, may (but shall not be obligated to) make payment of the purchase price on behalf of any Underwriter or Underwriters whose check or checks shall not have been received by you prior to the date of payment and delivery for the Option Shares to be purchased by such Option SharesUnderwriter or Underwriters. Any such time and date of delivery (a “Date of Delivery”) shall be determined payment by the Representatives, but you shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in relieve any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number or Underwriters of Initial Shares, and each any of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in its or their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determineobligations hereunder.

Appears in 1 contract

Samples: Collegelink Com Incorp

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(aparagraph (a), the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after following the date hereof of delivery of the Initial Shares and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharespurchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Underwriters in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 1 contract

Samples: Underwriting Agreement (Saul Centers Inc)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery being herein referred to as the “Second Closing” and “Second Closing Date” (and with the First Closing Date, each a “Closing Date”), respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be earlier than the First Closing Date nor earlier than the second business day or later than three full the tenth business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised shall have been exercised. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Shares (subject to such adjustments to eliminate fractional shares as to all or any portion of you may determine) that bears the Option Shares, the Company will sell to each Underwriter the same proportion of the total number of Option Shares then being to be purchased which on such Second Closing Date as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Firm Shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and each delivered. The Option Shares will be delivered by the Company to you for the accounts of the Underwriters, acting severally and not jointly, will purchase that proportion several Underwriters against payment of the total number purchase price therefor by wire transfer of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears same day funds payable to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price order of the Option Shares after Company at the initial public offering to offices of Xxxxx-Xxxxxx Capital Group LLC, 000 Xxxxx Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxx, Xxxxxxxxx 00000, or such extent other location as may be mutually acceptable at 9:00 a.m., Eastern time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (CareDx, Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)Company, with respect to 468,750 of the Company Option Shares, hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares in proportion to at the number of Initial Shares set forth opposite same purchase price as the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing, including via email) by the Representatives to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be time, as determined by the Representatives, but when the Option Shares are to be delivered, such time and date being herein referred to as the “Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised, unless otherwise agreed. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representatives in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make deem advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Pxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such extent other location as may be mutually acceptable at 9:00 a.m., Central Time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Purchase Agreement (Repro Med Systems Inc)

Option Shares. In addition, upon (a) On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)contained, the Company hereby grants an option to the several Underwriters, acting severally and not jointly, to purchase the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering distribution and distribution sale of the Initial Firm Shares upon notice only, a nontransferable option to purchase up to an aggregate of 615,000 Option Shares at the purchase price per share for the Firm Shares set forth in Section 3 hereof. Such option may be exercised by the Representatives on behalf of the several Underwriters on one or more occasions in whole or in part during the period of thirty days after the date on which the Firm Shares are initially offered to the Company setting forth public, by giving written notice to the Company. The number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined purchased by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after each Underwriter upon the exercise of said option, nor in any event prior to such option shall be the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the same proportion of the total number of Option Shares then being to be purchased which by the several Underwriters pursuant to the exercise of such option as the number of Initial Firm Shares purchased by such Underwriter (set forth in Schedule I hereto opposite the name of such Underwriter A hereto) bears to the total number of Initial Shares, and each of Firm Shares purchased by the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares several Underwriters (set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial SharesA hereto), subject in each case to such adjustments among the Underwriters as adjusted by the Representatives in their sole discretion shall make such manner as to eliminate any sales or purchases of avoid fractional shares. The Underwriters may from time to time increase or decrease the public offering price Delivery of definitive certificates for the Option Shares after to be purchased by the initial public offering several Underwriters pursuant to the exercise of the option granted by this Section 7 shall be made against payment of the purchase price therefor by the several Underwriters by wire transfer of Federal funds to the account specified by the Company. Such delivery and payment shall take place at the offices of Arent, Fox, Kintner, Plotxxx & Xahn, XXLC, 1050 Xxxxxxxxxxx Xxxxxx, X.X., Xxxxxxxxxx, XX 00000-0000 xx at such extent other place as may be agreed upon among the Underwriters may determine.Representatives and the Company (i) on the Closing Date, if written notice of the exercise of such option is received by the Company at least two full business days prior to the Closing Date, or

Appears in 1 contract

Samples: Underwriting Agreement (Telebanc Financial Corp)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to purchase all or any portion of the UnderwritersOption Shares at the same purchase price as the Firm Shares, acting for use solely in covering any over-allotments made by the Underwriters in the sale and distribution of the Firm Shares. The option granted hereunder may be exercised in whole or in part at any time (but not more than once) within 30 days after the effective date of this Agreement upon notice (confirmed in writing) by the Underwriters to the Company (the “Option Notice”) setting forth the aggregate number of Option Shares as to which the Underwriters are exercising the option, the names and denominations in which the certificates for the Option Shares are to be registered and the date and time, as determined by you, when the Option Shares are to be delivered, such time and date being herein referred to as the “Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date shall not be earlier than the First Closing Date nor earlier than the third business day after receipt of the Option Notice by the Company, provided that if the Option Notice is received by the Company two business days prior to the First Closing Date it shall be deemed timely. Each Underwriter agrees, severally and not jointly, to purchase the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which (subject to such Underwriter adjustments to eliminate fractional shares as you may become obligated to purchase pursuant to determine) that bears the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the same proportion of the total number of Option Shares then being to be purchased which on such Second Closing Date as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Firm Shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and each delivered. The Option Shares will be delivered by the Company to you for the accounts of the Underwriters, acting severally and not jointly, will purchase that proportion several Underwriters against payment of the total number purchase price therefor by wire transfer of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears same day funds payable to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price order of the Option Shares after Company at the initial public offering to offices of Xxxxx-Xxxxxx Capital Group LLC, 000 Xxxxx Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxx, Xxxxxxxxx 00000, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Purchase Agreement (Netlist Inc)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date,” respectively, provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representatives in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make deem advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company, as appropriate, to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Xxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Purchase Agreement (Neuronetics, Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(aparagraph (a), the Company and each Selling Stockholder hereby grants an option to purchase, in the respective numbers of shares of Common Stock set forth opposite the names of the Company and each Selling Stockholder in Schedule I hereto, to the Underwriters, acting severally and not jointly, to purchase in the Option Shares in proportion to the number respective numbers of Initial Shares shares of Common Stock set forth opposite the names of the Underwriters in Schedule I II hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a "Date of Delivery") shall be determined by the RepresentativesRepresentative, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company and each Selling Stockholder will sell to each Underwriter the that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of the Company or such Underwriter Selling Stockholder bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 1 contract

Samples: New Century Financial Corp

Option Shares. In addition, upon (a) On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company and the Selling Stockholders hereby grants an option to the Underwritersgrant, acting severally and not jointly, to purchase the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoseveral Underwriters, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering distribution and distribution sale of the Initial Firm Shares upon notice by only, nontransferable options to purchase the Representatives to the Company setting forth the respective number of Option Shares as to which set forth opposite the names of the Company and the Selling Stockholders in Schedule B hereto, all at the purchase price per share for the Firm Shares set forth in Section 3 hereof. Such option may be exercised by the Representatives on behalf of the several Underwriters on one or more occasions in whole or in part during the period of thirty days after the date on which the Firm Shares are then exercising initially offered to the option public, by giving written notice to the Company and the time and date Selling Stockholders in accordance with Section 12 hereof. The number of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall Shares to be determined purchased by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after each Underwriter upon the exercise of said option, nor in any event prior to such option shall be the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the same proportion of the total number of Option Shares then being to be purchased which by the several Underwriters pursuant to the exercise of such option as the number of Initial Firm Shares purchased by such Underwriter (set forth in Schedule I hereto opposite the name of such Underwriter A hereto) bears to the total number of Initial Firm Shares purchased by the several Underwriters (set forth in Schedule A hereto), adjusted by the Representatives in such manner as to avoid fractional shares. In the event such option is exercised for less than all of the Option Shares, and each of the UnderwritersOption Shares to be purchased shall be purchased (i) first, acting severally and not jointlyfrom the Selling Stockholders on a pro rata basis, will purchase that proportion of adjusted by the total Representatives in such manner as to avoid fractional shares and, second, to the extent the aggregate number of Option Shares then for which such option has been exercised exceeds 466,666, from the Company. The certificates in negotiable form for the Option Shares to be sold by the Selling Stockholders pursuant to the exercise of the option granted by this Section 7 have been placed in custody (for delivery under this Agreement) under the Custody Agreement. Each Selling Stockholder agrees that the certificates for the Option Shares of such Selling Stockholder so held in custody are subject to the interests of the Underwriters hereunder, that the arrangements made by such Selling Stockholder for such custody, including the Power of Attorney is to that extent irrevocable and that the obligations of such Selling Stockholder hereunder shall not be terminated by the act of such Selling Stockholder or by operation of law, whether by the death or incapacity of such Selling Stockholder or the occurrence of any other event, except as specifically provided herein or in the Custody Agreement. If either Selling Stockholder should die or be incapacitated, or if any other such event should occur, before the delivery of the certificates for the Option Shares to be sold by such Selling Stockholder, such Option Shares shall, except as specifically provided herein or in the Custody Agreement, be delivered by the Custodian in accordance with the terms and conditions of this Agreement as if such death, incapacity or other event had not occurred, regardless of whether the Custodian shall have received notice of such death or other event. Delivery of definitive certificates for the Option Shares to be purchased by the several Underwriters pursuant to the exercise of the option granted by this Section 7 shall be made against payment of the purchase price therefor by the several Underwriters by certified or official bank check or checks drawn in same-day funds or by wire transfer of same-day funds, payable to the order of the Company with regard to the Option Shares being purchased which from the number Company, and to the order of Initial the Custodian for the respective accounts of Selling Stockholders with regard to the Option Shares set forth in Schedule I hereto opposite being purchased from the name Selling Stockholders. Such delivery and payment shall take place at the offices of LeClair Ryan, A Professional Corporation, 707 East Main Xxxxxx, Xxchmond, Virginia, or at such othex xxxxx xx xxx xx xxxxxx xxxx xxxxx xxe Representatives, the Company and the Attorneys (i) on the Closing Date, if written notice of the exercise of such Underwriter bears option is received by the Company and the Selling Stockholders at least two full business days prior to the total number Closing Date, or (ii) on a date that shall not be later than the third full business day following the date the Company and the Selling Stockholders receive written notice of Initial Sharesthe exercise of such option, subject if such notice is received by the Company and the Selling Stockholders less than two full business days prior to the Closing Date. The certificates for the Option Shares to be so delivered will be made available to you at such office or such other location, including in each case New York City, as you may reasonably request for checking at least one full business day prior to the date of payment and delivery and will be in such names and denominations as you may request, such request to be made at least two full business days prior to such adjustments among the Underwriters as date of payment and delivery. If the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price so elect, delivery of the Option Shares after may be made by credit through full fast transfer to the initial public offering to such extent accounts at The Depository Trust Company designated by the Representatives. It is understood that you, individually, and not as the Representatives of the several Underwriters, may (but shall not be obligated to) make payment of the purchase price on behalf of any Underwriter or Underwriters may determinewhose check or checks shall not have been received by you prior to the date of payment and delivery for the Option Shares to be purchased by such Underwriter or Underwriters. Any such payment by you shall not relieve any such Underwriter or Underwriters of any of its or their obligations hereunder.

Appears in 1 contract

Samples: Underwriting Agreement (Value America Inc /Va)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoopposite such party’s name, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the RepresentativesRepresentative, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell that number of Option Shares then being purchased and each of the Underwriters, acting severally and not jointly, will purchase that number of shares equal to each Underwriter the proportion of that the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 1 contract

Samples: Underwriting Agreement (Cadence Financial Corp)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over‑allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a “being herein referred to as the "Second Closing" and "Second Closing Date", respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representative in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make Representative deem advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Xxxxx‑Xxxxxx Capital Group LLC, 000 Xxxxx Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxx, Xxxxxxxxx, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Purchase Agreement (Motorcar Parts America Inc)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at each Selling Stockholder grants to the purchase price per share set forth in Section 1(a), the Company hereby grants Underwriters an option to purchase up to the Underwritersnumber of shares of Option Stock set forth opposite such Selling Stockholder’s name in Schedule II hereto, acting severally and not jointly, to at the same purchase price as the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from at any time to time (but not more than twice) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option and the time date and time, as determined by you, when the Option Shares are to be delivered, but in no event earlier than the First Closing Date (as defined below) nor earlier than the second business day or later than the tenth business day after the date of payment and delivery for such on which the option shall have been exercised. If any Option Shares. Any such time and date of delivery (a “Date of Delivery”) Shares are to be purchased, each Underwriter shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent obligated to purchase from each of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total Selling Stockholders that number of Option Shares then being purchased which (to be adjusted by you to eliminate fractional shares) determined by multiplying (i) the product of (A) the aggregate number of Initial Option Shares to be purchased, multiplied by (B) a fraction, the numerator of which is the aggregate number of Firm Shares to be sold by such Selling Stockholder as set forth opposite its name on Schedule II hereto and the denominator of which is the aggregate number of Firm Shares to be sold by all Selling Stockholders, by (ii) a fraction, the numerator of which is that number of Firm Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite and the name denominator of such Underwriter bears to which is the total aggregate number of Initial Shares, subject in each case Firm Shares to such adjustments among be purchased by all of the Underwriters as the Representatives in their sole discretion shall make pursuant to eliminate any sales or purchases of fractional sharesthis Agreement. The Underwriters may from time to time increase or decrease the public offering price of the No Option Shares after shall be sold and delivered unless the initial public offering to such extent as the Underwriters may determineFirm Shares previously have been, or simultaneously are, sold and delivered.

Appears in 1 contract

Samples: Underwriting Agreement (Pfenex Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)each Selling Stockholder, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase the Option Shares in proportion with respect to the number of Initial Option Shares set forth opposite the names name of the Underwriters such Selling Stockholder in Schedule I hereto, plus hereby grants to the several Underwriters an option to purchase all or any additional number portion of the Option Shares which such Underwriter may become obligated to at the same purchase pursuant to price as the provisions Firm Shares, for use solely in covering any over-allotments made by the Underwriters in the sale and distribution of Section 10the Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives to the Company (with a courtesy copy to its counsel at Xxxxxxx Xxxxxxx & Xxxxxxxx LLP) and to the Attorneys-in-Fact setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be time, as determined by you, when the RepresentativesOption Shares are to be delivered, but shall not be in no event earlier than the First Closing Date nor earlier than the second business day or later than three full the tenth business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to date on which the Closing Date, as hereinafter definedoption shall have been exercised. If the option is exercised as exercised, the obligation of each Underwriter shall be to all or any portion of purchase from the Selling Stockholders granting an option to purchase the Option Shares, on a pro rata basis up to [—] Option Shares, that number of Option Shares (to be adjusted by the Company will sell Representatives to avoid fractional shares) which represents the same proportion that the number of Option Shares granted by each such Selling Stockholder bears to the total number of Option Shares granted by all such Selling Stockholders. The number of Option Shares to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representatives in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make deem advisable to eliminate any sales or purchases of avoid fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the No Option Shares after shall be sold and delivered unless the initial public offering to such extent as the Underwriters may determineFirm Shares previously have been, or simultaneously are, sold and delivered.

Appears in 1 contract

Samples: Purchase Agreement (K2m Group Holdings, Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoopposite such Underwriter’s name, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not within such 30-day period, on no more than twice) two occasions, only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a each, an Date of DeliveryOption Closing Time”) shall be determined by the Representatives, but shall not be later than three (3) full business days (or earlier, without the consent of the Company, than two (2) full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 1 contract

Samples: Underwriting Agreement (Madison Square Capital, Inc.)

Option Shares. In addition, upon (a) On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants an option to the several Underwriters, acting severally and not jointly, to purchase the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering distribution and distribution sale of the Initial Firm Shares upon notice only, a nontransferable option to purchase the Option Shares from the Company at the purchase price per share for the Firm Shares set forth in Section 3 hereof. Such option may be exercised by the Representatives on behalf of the several Underwriters on one (1) or more occasions in whole or in part during the period of thirty (30) days after the date on which the Firm Shares are initially offered to the Company setting forth public, by giving written notice to the Company. The number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined purchased by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after each Underwriter upon the exercise of said option, nor in any event prior to such option shall be the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the same proportion of the total number of Option Shares then being to be purchased which by the several Underwriters pursuant to the exercise of such option as the number of Initial Firm Shares purchased by such Underwriter (set forth in Schedule I hereto opposite the name of such Underwriter A hereto) bears to the total number of Initial Shares, and each of Firm Shares purchased by the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares several Underwriters (set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial SharesA hereto), subject in each case to such adjustments among the Underwriters as adjusted by the Representatives in their sole discretion shall make such manner as to eliminate any sales or purchases of avoid fractional shares. The Underwriters may from time to time increase or decrease the public offering price Delivery of the Option Shares after to be purchased by the initial public offering several Underwriters pursuant to the exercise of the option granted by this Section 7 shall be made against payment of the purchase price therefor by the several Underwriters by certified or official bank check or checks drawn in same-day funds, payable to the order of the Company or by wire transfer in same-day funds payable to the account specified by the Company. Such delivery and payment shall take place at the offices of Lowexxxxxx, Xxndler, Kohl, Fishxx & Xoylxx, X.A., 65 Lxxxxxxxxx Xxxxxx, Roseland, New Jersey 07068, or at such extent other place as may be agreed upon among the Underwriters may determineRepresentatives and the Company (i) on the Closing Date, if written notice of the exercise of such option is received by the Company at least two (2) full business days prior to the Closing Date, or (ii) on a date which shall not be later than the third (3rd) full business day following the date the Company receives written notice of the exercise of such option, if such notice is received by the Company less than two (2) full business days prior to the Closing Date.

Appears in 1 contract

Samples: Barringer Technologies Inc

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to purchase all or any portion of the UnderwritersOption Shares at the same purchase price as the Firm Shares, acting for use solely in covering any over-allotments made by the Underwriters in the sale and distribution of the Firm Shares. The option granted hereunder may be exercised in whole or in part at any time (but not more than once) within 30 days after the effective date of this Agreement upon notice (confirmed in writing) by the Representatives on behalf of the several Underwriters to the Company setting forth the aggregate number of Option Shares as to which the Underwriters are exercising the option, the names and denominations in which the certificates for the Option Shares are to be registered and the date and time, as determined by you, when the Option Shares are to be delivered, such time and date being herein referred to as the “Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date shall not be earlier than the First Closing Date nor earlier than the second business day after the date on which the option shall have been exercised. Each Underwriter agrees, severally and not jointly, to purchase the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which (subject to such Underwriter adjustments to eliminate fractional shares as you may become obligated to purchase pursuant to determine) that bears the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the same proportion of the total number of Option Shares then being to be purchased which on such Second Closing Date as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Firm Shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and each delivered. The Option Shares will be delivered by the Company to you for the accounts of the Underwriters, acting severally and not jointly, will purchase that proportion several Underwriters against payment of the total number purchase price therefor by wire transfer of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears same day funds payable to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price order of the Option Shares after Company at the initial public offering to offices of Lake Street Capital Markets, LLC, 000 Xxxxxx Xxx Xxxxx, Xxxxx 000, Xxxxxxxxxxx, Xxxxxxxxx 00000, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (HyreCar Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)Company, the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives to the Company and to the Attorneys-in-Fact setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to date on which the Closing Date, as hereinafter definedoption shall have been exercised. If the option is exercised as exercised, the obligation of each Underwriter shall be to all or any portion purchase from the Company up to an aggregate of the 2,812,500 Option Shares, the Company will sell . The number of Option Shares to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representatives in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make deem advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Xxxxx Xxxxxxx & Co., U.S. Bancorp Center, 000 Xxxxxxxx Xxxx, Xxxxxxxxxxx, Xxxxxxxxx, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Purchase Agreement (CymaBay Therapeutics, Inc.)

Option Shares. In addition, upon (a) On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company and the Selling Stockholders hereby grants an option to the Underwritersgrant, acting severally and not jointly, to purchase the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoseveral Underwriters, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering distribution and distribution sale of the Initial Firm Shares upon notice by only, nontransferable options to purchase the Representatives to the Company setting forth the respective number of Option Shares as to which set forth opposite the names of the Company and the Selling Stockholders in Schedule B hereto, all at the purchase price per share for the Firm Shares set forth in Section 3 hereof. Such option may be exercised by the Representatives on behalf of the several Underwriters on one or more occasions in whole or in part during the period of thirty days after the date on which the Firm Shares are then exercising initially offered to the option public, by giving written notice to the Company and the time and date Selling Stockholders in accordance with Section 12 hereof. The number of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall Shares to be determined purchased by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after each Underwriter upon the exercise of said option, nor in any event prior to such option shall be the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the same proportion of the total number of Option Shares then being to be purchased which by the several Underwriters pursuant to the exercise of such option as the number of Initial Firm Shares purchased by such Underwriter (set forth in Schedule I hereto opposite the name of such Underwriter A hereto) bears to the total number of Initial Shares, and each of Firm Shares purchased by the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares several Underwriters (set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial SharesA hereto), subject in each case to such adjustments among the Underwriters as adjusted by the Representatives in their sole discretion such manner as to avoid fractional shares. In the event such option is exercised for less than all of the Option Shares, the Option Shares to be purchased shall make be purchased from the Company and the Selling Stockholders on a pro rata basis, adjusted by the Representatives in such manner as to eliminate any sales or purchases of avoid fractional shares. The certificates in negotiable form for the Option Shares to be sold by the Selling Stockholders pursuant to the exercise of the option granted by this Section 7 have been placed in custody (for delivery under this Agreement) under the Custody Agreement. Each Selling Stockholder agrees that the certificates for the Option Shares of such Selling Stockholder so held in custody are subject to the interests of the Underwriters hereunder, that the arrangements made by such Selling Stockholder for such custody, including the Power of Attorney is to that extent irrevocable and that the obligations of such Selling Stockholder hereunder shall not be terminated by the act of such Selling Stockholder or by operation of law, whether by the death or incapacity of such Selling Stockholder or the occurrence of any other event, except as specifically provided herein or in the Custody Agreement. If either Selling Stockholder should die or be incapacitated, or if any other such event should occur, before the delivery of the certificates for the Option Shares to be sold by such Selling Stockholder, such Option Shares shall, except as specifically provided herein or in the Custody Agreement, be delivered by the Custodian in accordance with the terms and conditions of this Agreement as if such death, incapacity or other event had not occurred, regardless of whether the Custodian shall have received notice of such death or other event. Delivery of definitive certificates for the Option Shares to be purchased by the several Underwriters pursuant to the exercise of the option granted by this Section 7 shall be made against payment of the purchase price therefor by the several Underwriters by certified or official bank check or checks drawn in same-day funds or by wire transfer of same-day funds, payable to the order of the Company with regard to the Option Shares being purchased from the Company, and to the order of the Custodian for the respective accounts of Selling Stockholders with regard to the Option Shares being purchased from the Selling Stockholders. Such delivery and payment shall take place at the offices of LeClair Ryan, A Professional Corporation, 707 East Main Xxxxxx, Xxxxmond, Virginia, or at such othxx xxxxx xx xxx xx xxxxxx xxxx xxxxx xhe Representatives, the Company and the Attorneys (i) on the Closing Date, if written notice of the exercise of such option is received by the Company and the Selling Stockholders at least two full business days prior to the Closing Date, or (ii) on a date that shall not be later than the third full business day following the date the Company and the Selling Stockholders receive written notice of the exercise of such option, if such notice is received by the Company and the Selling Stockholders less than two full business days prior to the Closing Date. The certificates for the Option Shares to be so delivered will be made available to you at such office or such other location, including in New York City, as you may from time reasonably request for checking at least one full business day prior to time increase or decrease the public offering price date of payment and delivery and will be in such names and denominations as you may request, such request to be made at least two full business days prior to such date of payment and delivery. If the Representatives so elect, delivery of the Option Shares after may be made by credit through full fast transfer to the initial public offering to such extent accounts at The Depository Trust Company designated by the Representatives. It is understood that you, individually, and not as the Representatives of the several Underwriters, may (but shall not be obligated to) make payment of the purchase price on behalf of any Underwriter or Underwriters may determinewhose check or checks shall not have been received by you prior to the date of payment and delivery for the Option Shares to be purchased by such Underwriter or Underwriters. Any such payment by you shall not relieve any such Underwriter or Underwriters of any of its or their obligations hereunder.

Appears in 1 contract

Samples: Value America Inc /Va

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters Company in Schedule I hereto, all or any part of the Option Shares set forth in Schedule I opposite such party’s name, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. Notwithstanding anything to the contrary contained herein or in Schedule I, the number of Option Shares shall not exceed such number as would cause the total amount of gross proceeds to be received from the offering of Shares to exceed fifty million dollars ($50,000,000.00). The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative[s] to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the RepresentativesRepresentative[s], but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative[s] in their [its/their] sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 1 contract

Samples: Underwriting Agreement (Energy Hunter Resources, Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share set forth in Section 1(aparagraph (a), the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 1010 hereof. The option hereby granted will expire 30 thirty (30) days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company and the Custodian setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a "Date of Delivery") shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Sharespurchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto II opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 1 contract

Samples: Underwriting Agreement (Procentury Corp)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares in proportion to at the number of Initial Shares set forth opposite same purchase price as the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from at any time to time (but not more than twice) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing, including via email) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representative in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make Representative deem advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Pxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Purchase Agreement (ONCOSEC MEDICAL Inc)

Option Shares. In addition, upon on the basis of the warranties and representations and other warranties, and subject to the terms and conditions conditions, herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants an option to the Underwriters, acting severally and not jointly, Underwriters to purchase up to an additional Shares at the purchase price set forth on the first page of this Agreement less the amount of any distribution payable with respect to an Initial Share but not payable with respect to an Option Share (for the avoidance of doubt, this language is meant to address the theoretical situation where the Initial Shares are entitled to a dividend but the Option Shares settle after the related record date, in proportion to the number of Initial Shares set forth opposite the names of which event the Underwriters in Schedule I hereto, plus any additional number will remit the amount of such dividend to holders of such Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Shares). The option hereby granted will expire 30 days after the date hereof of this Agreement and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Underwriters to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time time, date and date place of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, Underwriters but shall not be later than three ten full business days (or earlierdays, without the consent of the Company, nor earlier than two full business days) , after the exercise of said option, nor in any event prior to Closing Time, unless otherwise agreed upon by the Representative and the Company; provided that the Date of Delivery shall be the Closing DateTime if the exercise of said option shall occur prior to the Closing Time, as hereinafter definedunless otherwise agreed upon by the Representative and the Company. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares each such Underwriter has severally agreed to purchase as set forth in Schedule I A hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determineShares.

Appears in 1 contract

Samples: Management Agreement (New Residential Investment Corp.)

Option Shares. In addition, upon on the basis of the warranties and representations and other warranties contained herein and subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)herein, the Company Fund hereby grants an option to the Underwriters, acting severally and not jointly, to purchase up to an additional ___Common Shares in the aggregate at the price per share set forth in Schedule B, less an amount per share equal to any dividends or distributions declared by the Fund and payable on the Primary Shares but not payable on the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Shares. The option hereby granted will expire 30 45 days after the date hereof (provided that if such date falls on a date that is not a business day, this option will expire on the next succeeding business day) and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Primary Shares upon notice by the Representatives Lxxxxx Brothers and Sxxxxx Xxxxxxxx to the Company Fund setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the RepresentativesLxxxxx Brothers and Sxxxxx Xxxxxxxx, but shall not be later than three seven (7) full business days (or earlier, without the consent of the Company, and no earlier than two (2) full business days) days after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter definedTime. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Primary Shares set forth in Schedule I hereto A opposite the name of such Underwriter bears to the total number of Initial Primary Shares, subject in each case to such adjustments among the Underwriters as the Representatives Lxxxxx Brothers and Sxxxxx Xxxxxxxx in their sole joint discretion shall make to eliminate any sales or purchases of a fractional shares. The Underwriters may from time to time increase or decrease the public offering price number of the Option Shares after plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the initial public offering to such extent as the Underwriters may determineprovisions of Section 10 hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Tortoise Energy Capital Corp)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Stock set forth in Section 1(a)paragraph (a) above, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company, all or any part of the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I heretoShares, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 108 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives Representative to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the RepresentativesRepresentative, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said such option, nor in any event prior to the Closing DateTime, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their its sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 1 contract

Samples: Underwriting Agreement (ConnectOne Bancorp, Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at [certain of] the purchase price per share set forth in Section 1(a)Selling Stockholders, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase the Option Shares in proportion with respect to the number of Initial Option Shares set forth opposite the names name of the Underwriters such Selling Stockholder in Schedule I hereto, plus hereby grants to the several Underwriters an option to purchase all or any additional number portion of the Option Shares which such Underwriter may become obligated to at the same purchase pursuant to price as the provisions Firm Shares, for use solely in covering any over-allotments made by the Underwriters in the sale and distribution of Section 10the Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Xxxxx Xxxxxxx to the Company and to the Attorneys-in-Fact setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be time, as determined by you, when the RepresentativesOption Shares are to be delivered, but shall not be in no event earlier than the First Closing Date (as defined below) nor earlier than the second business day or later than three full the tenth business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to date on which the Closing Date, as hereinafter definedoption shall have been exercised. If the option is exercised, the number of Option Shares for which the option has been exercised as shall be purchased from each Selling Stockholder granting an option to all or any portion of purchase the Option Shares, on a pro rata basis, the Company will sell same proportion that the number of Option Shares granted by each such Selling Stockholder bears to the total number of Option Shares granted by all such Selling Stockholders. The number of Option Shares to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by Xxxxx Xxxxxxx in Schedule I hereto opposite the name of such Underwriter bears manner as Xxxxx Xxxxxxx deems advisable to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of avoid fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the No Option Shares after shall be sold and delivered unless the initial public offering to such extent as the Underwriters may determineFirm Shares previously have been, or simultaneously are, sold and delivered.

Appears in 1 contract

Samples: Purchase Agreement (LDR Holding Corp)

Option Shares. In addition, upon the Company agrees to issue and sell the Option Shares to the several Underwriters as provided in this Agreement, and the Underwriters, on the basis of the representations, warranties and representations and other terms and conditions herein set forth, at the purchase price per share agreements set forth in Section 1(a)herein and subject to the conditions set forth herein, shall have the Company hereby grants an option to the Underwriterspurchase, acting severally and not jointly, to purchase from the Company the Option Shares in proportion at a price per share of $16.81, less an amount per share equal to any dividends or distributions declared by the Company and payable on the Underwritten Shares but not payable on the Option Shares. If any Option Shares are to be purchased, the number of Initial Option Shares to be purchased by each Underwriter shall be the number of Option Shares which bears the same ratio to the aggregate number of Option Shares being purchased as the number of Underwritten Shares set forth opposite the names name of such Underwriter in Schedule 1 hereto (or such number increased as set forth in Section 12 hereof) bears to the aggregate number of Underwritten Shares being purchased from the Company by the several Underwriters, subject, however, to such adjustments to eliminate any fractional Shares as the Representatives in their sole discretion shall make. The Underwriters may exercise the option to purchase Option Shares at any time in whole, or in part, on or before the thirtieth day following the date of the Underwriters in Schedule I heretoProspectus, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part by written notice from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting Company. Such notice shall set forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option is being exercised and the date and time when the Option Shares are to be delivered and paid for, which may be the same date and time as the Closing Date (as hereinafter defined) but shall not be earlier than the Closing Date or later than the tenth full business day (as hereinafter defined) after the date of payment and delivery for such Option Shares. Any notice (unless such time and date are postponed in accordance with the provisions of delivery (a “Date of Delivery”) Section 12 hereof). Any such notice shall be determined by the Representatives, but shall not be later than three full given at least two business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion date and time of the Option Shares, the Company will sell to each Underwriter the proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determinedelivery specified therein.

Appears in 1 contract

Samples: Management Agreement (Apollo Commercial Real Estate Finance, Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representative in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make Representative deems advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Xxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Purchase Agreement (Digi International Inc)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to purchase all or any portion of the UnderwritersOption Shares at the same purchase price as the Firm Shares, acting for use solely in covering any over-allotments made by the Underwriters in the sale and distribution of the Firm Shares. The option granted hereunder may be exercised in whole or in part at any time (but not more than once) within 30 days after the effective date of this Agreement upon notice (confirmed in writing) by the Underwriters to the Company setting forth the aggregate number of Option Shares as to which the Underwriters are exercising the option, the names and denominations in which the certificates for the Option Shares are to be registered and the date and time, as determined by you, when the Option Shares are to be delivered, such time and date being herein referred to as the “Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date shall not be earlier than the First Closing Date nor earlier than the second business day after the date on which the option shall have been exercised. Each Underwriter agrees, severally and not jointly, to purchase the Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which (subject to such Underwriter adjustments to eliminate fractional shares as you may become obligated to purchase pursuant to determine) that bears the provisions of Section 10. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Company, than two full business days) after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the same proportion of the total number of Option Shares then being to be purchased which on such Second Closing Date as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Firm Shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and each delivered. The Option Shares will be delivered by the Company to you for the accounts of the Underwriters, acting severally and not jointly, will purchase that proportion several Underwriters against payment of the total number purchase price therefor by wire transfer of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears same day funds payable to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price order of the Option Shares after Company at the initial public offering to offices of Lake Street Capital Markets, LLC, 900 Xxxxxx Xxxxxx Xxxxx, Xxxxx 000, Xxxxxxxxxxx, Xxxxxxxxx 00000, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Limbach Holdings, Inc.)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a), the Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date”, respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Option Firm Shares then being to be purchased which by the number of Initial Shares set forth several Underwriters, as adjusted by the Representatives in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion shall make deem advisable to eliminate any sales or purchases of avoid fractional shares. No Option Shares shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. The Underwriters may from time Option Shares will be delivered by the Company to time increase or decrease you for the public offering price accounts of the Option Shares after several Underwriters against payment of the initial public offering purchase price therefor by wire transfer of same day funds payable to the order of the Company at the offices of Xxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Purchase Agreement (Conns Inc)

Option Shares. In addition, upon On the basis of the representations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share set forth in Section 1(a)Company, with respect to the Company Option Shares, hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase all or any portion of the Option Shares at the same purchase price as the Firm Shares, for use solely in proportion to the number of Initial Shares set forth opposite the names of covering any over-allotments made by the Underwriters in Schedule I hereto, plus any additional number the sale and distribution of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10Firm Shares. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time (but not more than twiceonce) only for within 30 days after the purpose effective date of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares this Agreement upon notice (confirmed in writing) by the Representatives Representative to the Company setting forth the aggregate number of Option Shares as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Shares are to be registered and the time date and date of payment and delivery for such time, as determined by you, when the Option Shares. Any Shares are to be delivered, such time and date of delivery (a being herein referred to as the Second Closing” and “Second Closing Date,” respectively; provided, however, that the Second Closing Date of Delivery”) shall be determined by the Representatives, but shall not be later earlier than three full the First Closing Date nor, unless otherwise agreed by the parties, earlier than the second business days (or earlier, without the consent of the Company, than two full business days) day after the exercise of said option, nor in any event prior to the Closing Date, as hereinafter defined. If date on which the option is exercised as shall have been exercised. The number of Option Shares to all or any portion of the Option Shares, the Company will sell to be purchased by each Underwriter shall be the proportion same percentage of the total number of Option Shares then being to be purchased which by the several Underwriters as the number of Initial Firm Shares set forth in Schedule I hereto opposite the name of to be purchased by such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion is of the total number of Firm Shares to be purchased by the several Underwriters, as adjusted by the Representative in such manner as the Representative deems advisable to avoid fractional shares. No Option Shares then being purchased which shall be sold and delivered unless the Firm Shares previously have been, or simultaneously are, sold and delivered. Notwithstanding anything to the contrary in this Agreement, the Company’s grant to the Underwriters of the option to purchase the Option Shares is subject to the limitations on the number of Initial shares of Common Stock that the Company is permitted to sell under Instruction I.B.6 of Form S-3. The Option Shares set forth in Schedule I hereto opposite will be delivered by the name Company to you for the accounts of such Underwriter bears the several Underwriters against payment of the purchase price therefor by wire transfer of same day funds payable to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price order of the Option Shares after Company at the initial public offering to offices of Xxxxxxxxx & Company LLC, 00 Xxxxx Xxxxxxx Xxxxxx, Xxxxx 0000, Xxxxxxxxxxx, Xxxxxxxxx 00000, or such extent other location as may be mutually acceptable at 9:00 a.m., Central time, on the Underwriters may determineSecond Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Diversified Restaurant Holdings, Inc.)

Option Shares. In addition, upon the basis of the warranties and representations and other terms and conditions herein set forthforth in this Agreement, at the purchase price per share of Common Stock set forth in Section 1(a), less an amount per share equal to any dividend or distribution declared by the Company and payable on the Initial Shares but not payable on the Option Shares, the Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Company up to [·] Option Shares in proportion to the number of Initial Shares set forth opposite the names of the Underwriters in Schedule I hereto, plus any additional number of Option Shares which such Underwriter may become obligated to purchase pursuant to the provisions of Section 109. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time (but not more than twice) within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Shares upon notice by the Representatives to the Company setting forth the number of Option Shares as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Shares. Any such time and date of delivery (a an Date of DeliveryOption Closing Time”) shall be determined by the Representatives, but shall not be later than three full business days (or earlierand shall not, without the consent of the Company, be earlier than two full business days) after the exercise of said such option, nor in any event prior to the Closing Date, as hereinafter definedTime. If the option is exercised as to all or any portion of the Option Shares, the Company will sell to each Underwriter the proportion of the total that number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Initial Shares, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Shares then being purchased which the number of Initial Shares set forth in Schedule I hereto to this Agreement opposite the name of such Underwriter bears to the total number of Initial Shares, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional shares. The Underwriters may from time to time increase or decrease the public offering price of the Option Shares after the initial public offering to such extent as the Underwriters may determine.

Appears in 1 contract

Samples: Underwriting Agreement (Aspire Real Estate Investors, Inc.)

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