Payment for and Delivery of the Securities. The Partnership shall deliver, or cause to be delivered, through the facilities of the Depositary, to the Representative for the accounts of the several Underwriters certificates for the Securities at the Closing Date against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The certificates for the Securities shall be in global form and in such denominations and registered in the name of Cede & Co., as nominee of the Depositary, pursuant to the DTC Agreement, and shall be made available for inspection on the business day preceding the Closing Date at a location in New York City, as the Representative may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters.
Payment for and Delivery of the Securities. (a) Payment for the Securities shall be made by or on behalf of the Representatives to the Company in Federal (same-day) funds in New York City against delivery of such Securities for the respective accounts of the several Underwriters at 10:00 a.m., New York City time, on January 12, 2011 or such other time and date as the Representatives and the Company may agree upon in writing. Such time and date are herein called the “Time of Delivery”.
(b) The Securities to be purchased by each Underwriter hereunder will be represented by one or more definitive global Securities in book-entry form which will be deposited by or on behalf of the Company with The Depository Trust Company (“DTC”) or its designated custodian. The Securities shall be delivered to the Representatives at the Time of Delivery for the respective accounts of the several Underwriters, with any transfer taxes payable in connection with the transfer of the Securities to the Underwriters duly paid by the Company, against payment therefor plus accrued interest, if any, to the date of payment and delivery.
Payment for and Delivery of the Securities. The Company will deliver against payment of the purchase price the Notes and the Guarantees in the form of one or more permanent global securities in definitive form (the “Global Securities”) deposited with the Trustee as custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as nominee for DTC. Payment for the Securities shall be made by the Underwriters in Federal (same day) funds by wire transfer to a U.S. bank account specified by the Company, at 9:00 A.M., New York time, on November 1, 2013, or at such other time not later than seven full business days thereafter as the Representatives and the Company determine, against delivery to the Trustee as custodian for DTC of the Global Securities representing all of the Offered Securities. The Global Securities will be made available for checking at the offices of Cravath, Swaine & Xxxxx LLP, Worldwide Plaza, 000 Xxxxxx Xxxxxx, Xxx Xxxx, XX 00000 at least 24 hours prior to the Closing Date. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Underwriters. It is understood that the Representatives have been authorized, for their own accounts and for the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price for, the Securities that the Underwriters have agreed to purchase. Each of the Representatives may (but shall not be obligated to) make payment for any Securities to be purchased by any Underwriter whose funds shall not have been received by the Representatives by the Closing Date for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.
Payment for and Delivery of the Securities. Payment for the Firm Securities to be sold hereunder is to be made by certified or bank cashier's check(s) drawn to the order of the Company and payable in New York clearing house funds or similar next day funds, or by wire transfer of next day funds to an account specified in writing by the Company, against delivery of certificates for the Firm Securities to the Representative for the several accounts of the Underwriters. Such payment and delivery are to be made at the offices of Xxxxxxxxx Xxxxxxx, Xxx Xxxx Xxxxxxxxx Xxxx, Xxxxxxx, Xxxxxxx 00000 at 10:00 a.m., Eastern time, on ___________, ____, or at such other time and date as the Representative shall designate, such time and date being herein referred to as the "Closing Date." As used herein, the term "business day" means a day on which the New York Stock Exchange, Inc. is open for trading and on which banks in New York are open for business and not permitted by law or executive order to be closed. The certificates for the Firm Securities shall be in definitive form with engraved borders and will be delivered in such denominations and in such registrations as the Representative requests in writing not later than the two business days prior to the Closing Date, and will be made available for inspection by the Representative not later than 2:00 p.m., Eastern time, on the business day immediately preceding the Closing Date at the offices of Xxxxxxxxx Traurig noted above. To the extent, if any, that the option described in Section 2(b) is exercised, payment for and delivery of the Option Securities shall be made on the Option Closing Date in the manner and at the times and places described above for the Closing Date with respect to the Firm Securities.
Payment for and Delivery of the Securities. At the Closing, the Company shall issue and deliver to the Purchaser, (a) stock certificates for 60,000 Preferred Shares duly registered in the name of the Purchaser, (b) duly issued Warrants of the relevant series and initially exercisable for an aggregate of 971,430 Warrant Shares and (c) a Note in the aggregate principal amount of $20,000,000, against payment by the Purchaser, by wire transfer of immediately-available funds to the account designated by the Company not less than two (2) days prior to the Closing Date, of $16,000,000.
Payment for and Delivery of the Securities. At the Initial Closing, the Company shall issue and deliver to the Purchaser, (a) a stock certificate for 500 Preferred Shares, against payment by the Purchaser, by check or wire transfer of immediately available funds to the account designated by the Company, of $450,000.00 (net of 10% placement fee payable to Aspen Capital Resources, LLC pursuant to Section 12.10), and (b) duly issued Warrants initially exercisable for the purchase of 100,000 Warrant Shares. At each Additional Closing, the Company shall issue and deliver to the Purchaser, (a) stock certificates for the number of Preferred Shares specified pursuant to Section 2.3, against payment by the Purchaser, by check or wire transfer of immediately-available funds to the account designated by the Company, of the price of the Preferred Shares (net of a 10% placement fee payable to Aspen Capital Resources, LLC pursuant to Section 12.10), and (b) duly issued Warrants exercisable for the purchase of 100,000 Warrant Shares.
Payment for and Delivery of the Securities. Subject to the satisfaction or waiver of the conditions set forth in Section 6 below, the closing (the “Closing”) of the purchase and sale of the Securities shall occur on the date hereof. The Closing will be held at the offices of Xxxx, Weiss, Rifkind, Xxxxxxx & Xxxxxxxx LLP, New York, New York, or at such other location as the Company and the Purchaser may otherwise agree. The date hereof is referred to herein as the “Closing Date.” The Series B Notes will be delivered to the Purchaser, or the Trustee as custodian for The Depository Trust Company (“DTC”), against payment by or on behalf of the Purchaser of the purchase price therefor by wire transfer in immediately available funds, by causing DTC to credit the Series B Notes to the account of the Purchaser at DTC designated in Annex 2 hereto. The Series B Notes will be evidenced by one or more global securities in definitive form and will be registered in the name of Cede & Co. as nominee of DTC. The Purchased Stock will be delivered to the Purchaser in certificated form against payment therefor.
Payment for and Delivery of the Securities. (a) Payment for the Securities shall be made by or on behalf of the Underwriters to the Company in Federal (same-day) funds in euro by wire transfer to a common depositary for Euroclear Bank S.A/N.V. (“Euroclear”) and Clearstream Banking, société anonyme (“Clearstream”) to the account specified by the Company to the Underwriters at least forty-eight hours in advance against delivery of the Securities. The time and date of such delivery and payment shall be at or about 10:00 a.m., London time, on February 25, 2015 or such other time and date as the Representatives and the Company may agree upon in writing. Such time and date are herein called the “Time of Delivery.”
(b) The Securities to be purchased by each Underwriter hereunder will be represented by one or more definitive global Securities in book-entry form which will be registered in the name of a nominee of Euroclear and Clearstream. The Securities shall be delivered to the Underwriters at the Time of Delivery, with any transfer taxes payable in connection with the transfer of the Securities to the Underwriters duly paid by the Company, against payment therefor plus accrued interest, if any, to the date of payment and delivery.
Payment for and Delivery of the Securities. At the Initial Closing, the Company shall issue and deliver to the Purchaser, (a) a Debenture in the aggregate principal amount of $1,500,000.00, against payment by the Purchaser, by cash, check or wire transfer of immediately-available funds to the account designated by the Company not less than two (2) days prior to the Initial Closing Date, of $675,000 (net of 10% placement fee payable to DH Financial, L.C. pursuant to Section 12.4) on the date of this Agreement and $675,000 (net of 10% placement fee payable to DH Financial, L.C. pursuant to Section 12.4) on or before December 20, 1999, and (b) duly issued Warrants initially exercisable for an aggregate of 934,725 Warrant Shares.
Payment for and Delivery of the Securities. At the Initial Closing, the Company shall issue and deliver to the Purchaser, (a) a Debenture in the aggregate principal amount of $2,000,000.00, against payment by the Purchaser, by check or wire transfer of immediately-available funds to the account designated by the Company, of $1,800,000.00 (net of 10% placement fee payable to Aspen Capital Resources, LLC pursuant to Section 12.10), and (b) duly issued Warrants initially exercisable for an aggregate of 1,283,697 Warrant Shares. At each Additional Closing, the Company shall issue and deliver to the Purchaser, (a) a Debenture in the aggregate principal amount specified pursuant to Section 2.3, against payment by the Purchaser, by check or wire transfer of immediately-available funds to the account designated by the Company, of the aggregate principal amount of the Debenture (net of a 10% placement fee payable to Aspen Capital Resources, LLC pursuant to Section 12.10), and (b) duly issued Warrants exercisable for the purchase of the number of Warrant Shares calculated as provided in Section 2.2 above with respect to such additional Debentures.
