Payment of Purchase Price; Delivery of Shares. On each Closing Date, (i) each Buyer shall pay its respective Purchase Price to the Company through the Escrow Agent for their respective Shares to be issued and sold to such Buyer at such Closing, and (ii) the Company shall deliver to each Buyer either (A) a certificate registered in such Buyer’s name (representing the number of Shares as is set forth opposite such Buyer’s name in column (3) on the Schedule of Buyers) or (B) an irrevocable instruction letter to the Company’s transfer agent to issue a certificate registered in such Buyer’s name (representing the number of Shares as is set forth opposite such Buyer’s name in column (3) on the Schedule of Buyers) and deliver such certificate to the Buyer as soon thereafter as possible.
Payment of Purchase Price; Delivery of Shares. The Company hereby sells to Optionee the Shares at a purchase price of [$ ] per share for an aggregate purchase price of $ (the “Purchase Price”). Upon the execution of this Agreement, Optionee shall pay the Purchase Price and any applicable withholding tax to the Company in any other form of lawful consideration permitted under the Option Agreement. Upon the Company’s receipt of payment of the Purchase Price and any applicable withholding tax from Optionee, the Company shall cause the Shares to be issued and (a) a stock certificate or certificates representing the Shares to be registered in the name of Optionee or (b) held in book entry form. To facilitate compliance with and enforcement of this Agreement, if a stock certificate is issued, it shall be delivered to and held in custody by the Secretary of the Company and shall bear the restrictive legends required under Section 11 below. If the Shares are held in book entry form, then such entry will reflect that the Shares are subject to the restrictions of this Agreement. Optionee shall also, concurrently with the execution hereof, deliver to the Secretary of the Company two undated stock powers executed in blank. The Shares shall be subject to the rights and restrictions as specifically set forth in this Agreement.
Payment of Purchase Price; Delivery of Shares. On the Closing Date the Investor shall pay the Purchase Price to the Company for the Shares by delivery of the executed Note.
Payment of Purchase Price; Delivery of Shares. At or prior to the Closing, Investors will remit in United States dollars by wire transfer of immediately available funds the aggregate purchase price for the Shares. On or before the Closing Date, the Company will instruct its transfer agent (“Transfer Agent”) to deliver to each Investor one or more stock certificates, evidencing the number of Shares as set forth on Schedule A hereto, against delivery of the aggregate purchase price. The Shares Mx. Xxxxxxxxxx acquires shall be registered in the name of RCS or its designee.
Payment of Purchase Price; Delivery of Shares. The purchase price shall be paid, and the Shares shall be delivered, pursuant to Section 1.4 of the Exchange Agreement. At the Closing, (i) each Buyer shall pay its respective purchase price pursuant to the payment schedule set forth in Section 1.4 of the Exchange Agreement, consisting of $2.40 per share of Common Stock (the “Purchase Price”) for the number of shares of Common Stock set forth on such Buyer’s signature page to this Agreement, to the Company by wire transfer of immediately available funds in accordance with the Company’s written wire instructions and (ii) the Company shall issue and cause its transfer agent to deliver to each Buyer one or more stock certificates evidencing the aggregate number of Shares purchased by such Buyers hereunder.
Payment of Purchase Price; Delivery of Shares. (a) Subject to fulfillment or waiver of the conditions set forth in Section 8.1 of the Transaction Agreement, at the Initial Closing:
(i) Corn Products shall:
(A) pay to Aralia the cash portion of the Minority Share Purchase Price (other than amounts to be paid pursuant to Section 3.5) by wire transfer of immediately available funds to the account in the United States or Mexico specified by Aralia in writing to Corn Products at least two Business Days prior to the Initial Closing;
(B) deliver to Aralia a stock certificate representing 1,764,706 shares of Corn Products Common Stock registered in the name of Aralia or such other Arancia Entity as Aralia may specify in writing at least two Business Days prior to the Initial Closing Date; provided that if such shares are to be delivered to an Arancia Entity other than Aralia, such Arancia Entity shall enter into an agreement with Corn Products pursuant to which such Arancia Entity agrees to be bound by Sections 2.2, 2.3, 3.4, 3.5 and 3.8 of the Stockholder Agreement; and
(C) pay to Arinsa an amount equal to the sum of the Arinsa JV Share Purchase Price plus the Poliecsa Share Purchase Price by wire transfer of immediately available funds to the account in the United States or Mexico specified by Arinsa in writing to Corn Products at least two Business Days prior to the Initial Closing;
(ii) Aralia shall deliver to Corn Products a stock certificate representing the Aracorn Minority Shares, duly endorsed in favor of Corn Products or such other Affiliate of Corn Products as Corn Products may specify in writing at least two Business Days prior to the Initial Closing Date (provided that Corn Products may not designate an Affiliate if such designation would adversely affect or delay the closing) and shall duly record such transfer in the stock record books of Aracorn; and
(iii) Arinsa shall deliver to Corn Products:
(A) a stock certificate representing the Arinsa JV Shares, duly endorsed in favor of Corn Products or such other Affiliate of Corn Products as Corn Products may specify in writing at least two Business Days prior to the Initial Closing Date (provided that Corn Products may not designate an Affiliate if such designation would adversely affect or delay the closing) and, together with Corn Products, shall cause such transfer to be duly recorded in the stock record books of the Joint Venture; and
(B) a stock certificate representing the Poliecsa Shares, duly endorsed in favor of Corn Products or such Affilia...
Payment of Purchase Price; Delivery of Shares. At the Closing:
(a) Buyer shall deliver to Seller, by wire transfer to a bank account designated by Seller, immediately available funds in an amount equal to the Purchase Price; and
(b) Seller shall deliver to Buyer (i) a certificate or certificates representing all of the Shares, duly endorsed in blank or accompanied by duly executed instruments of transfer acceptable to Buyer and accompanied by all requisite stock transfer tax stamps, and (ii) the Books and Records.
Payment of Purchase Price; Delivery of Shares. At or prior to the Closing, each Investor will remit in United States dollars by wire transfer of immediately available funds in accordance with wiring instructions provided by the Company prior to Closing the amount of funds equal to the aggregate purchase price for the Shares being purchased by such Investor. On or before the Closing, the Company will instruct its transfer agent to deliver stock certificates to the Investors representing the Shares being purchased by the Investors, or cause the Shares to be issued in book entry form to the Investors, against delivery of the aggregate purchase price on the Closing Date. The foregoing notwithstanding, if an Investor has indicated to the Company at the time of execution of this Agreement a need to settle “delivery versus payment”, the Company shall deliver to such Investor or such Investor’s designated custodian the original stock certificates on or prior to the Closing and, upon receipt, the Investor shall wire the aggregate purchase price as provided in the first sentence of this Section 3.2.
Payment of Purchase Price; Delivery of Shares. (a) Upon the maturity of the Treasury Strips underlying the SPACES or Separate PACES, on the Fixed-Share Stock Purchase Date, the Collateral Agent shall remit to the Company an amount equal to the aggregate Purchase Price applicable to the SPACES or Separate PACES, as payment for the Common Stock issuable upon settlement thereof without receiving any instructions from the Holders of such Securities, and the Collateral Agent shall deliver the Fixed-Share Rights Certificate to the Company for cancellation.
(b) The obligations of each Holder of SPACES or Separate PACES to pay the Purchase Price are non-recourse obligations and, except to the extent paid upon Early Settlement or Merger Early Settlement, are payable solely out of the proceeds of any Collateral pledged to secure the obligations of the Holders under the related Fixed-Share Purchase Contracts and in no event will Holders be liable for any deficiency between such proceeds and the Purchase Price.
(c) Notwithstanding anything to the contrary herein, the Company shall not be obligated to issue any shares of Common Stock in respect of a Fixed-Share Purchase Contract or deliver any certificates therefor to the Holder of the related Security unless the Company shall have received payment in full of the aggregate Purchase Price for the shares of Common Stock to be purchased thereunder by such Holder in the manner herein set forth and, in the case of Fixed-Share Purchase Contracts that form a part of SPACES, the Company shall have received the related Fixed-Share Rights Certificate.
(d) On the Variable-Share Stock Purchase Date, out of the Collateral securing Variable-Share Repurchase Contracts forming a part of Separate COVERS, the Collateral Agent shall remit to the Company a number of shares of Common Stock equal to the Settlement Rate applicable to such Variable-Share Repurchase Contracts plus a cash payment in lieu of any fraction of a share, in satisfaction of the Holders' obligations to sell Common Stock pursuant to such Variable-Share Repurchase Contracts, without receiving any instructions from the Holders of such Separate COVERS. Any shares of Common Stock held as Collateral that are in excess of the amount necessary to satisfy a Holder's obligations under such Variable-Share Repurchase Contracts will be deposited by the Collateral Agent with the Agent, for the benefit of such Holder. The Collateral Agent shall be entitled to dispose of any Collateral in order to make a cash payment to the Compan...
Payment of Purchase Price; Delivery of Shares. (a) The Investor herewith delivers the aggregate purchase price for the Shares by check or wire transfer in immediately available funds together with this Subscription Agreement completed and signed, and the accompanying Investor Questionnaire completed and signed. If the Investor delivers the aggregate purchase price for the Shares herewith and this subscription is not accepted, promptly after the Closing the Company will return the portion of the purchase price in excess of the amount the Investor’s subscription that has been accepted, if any, without interest.
(b) This Subscription Agreement and funds for the purchase of Shares should be addressed to the Company as follows: Checks for the purchase of Shares should be made to United Security Bancshares as follows: United Security Bancshares -Stock Subscription Account Routing/Transit Number: ________ Online Federal Reserve Bank Abbreviated Name: _____________ Bank Credit To: United Security Bancshares Stock Subscription Account
