Common use of Placement Share Payment and Delivery Clause in Contracts

Placement Share Payment and Delivery. (i) Delivery and payment for the Placement Shares shall be made at 10:00 a.m., Eastern time, on the third (3rd ) Business Day following the effective date (the “Effective Date”) of the Registration Statement (as defined in Section 2.1.1 below) (or the fourth (4th ) Business Day following the Effective Date if the Registration Statement is declared effective after 4:01 p.m., Eastern time) or at such earlier time as shall be agreed upon by the Underwriter and the Company, at the offices of Ortoli Rosenstadt LLP, 500 Xxxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000 (the “Underwriter Counsel”), or at such other place (or remotely by facsimile or other electronic transmission) as shall be agreed upon by the Representative and the Company. The hour and date of delivery and payment for the Placement Shares is called the “Closing Date.” (ii) Payment for the Placement Shares shall be made on the Closing Date by wire transfer in Federal (same day) funds, payable to the order of the Company upon delivery of the certificates (in form and substance satisfactory to the Representative) representing the Placement Shares (or through the facilities of the Depository Trust Company (“DTC”)) for the account of the Underwriters and/or the Investors. The Placement Shares shall be registered in such name or names of the Investors and in such authorized denominations as the Representative may request in writing prior to the Closing Date. The Company shall not be obligated to sell or deliver the Placement Shares except upon tender of payment by the Underwriters for all of the Placement Shares.

Placement Share Payment and Delivery. (i) Delivery and payment for the Placement Shares shall be made at 10:00 a.m., Eastern time, on the third (3rd ) Business Day following the effective date (the “Effective Date”) of the Registration Statement (as defined in Section 2.1.1 below) (or the fourth (4th ) Business Day following the Effective Date if the Registration Statement is declared effective after 4:01 p.m., Eastern time) or at such earlier time as shall be agreed upon by the Underwriter and the Company, at the offices of Ortoli Rosenstadt LLP, 500 000 Xxxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000 (the “Underwriter Counsel”), or at such other place (or remotely by facsimile or other electronic transmission) as shall be agreed upon by the Representative Underwriter and the Company. The hour and date of delivery and payment for the Placement Shares is called the “Closing Date.” (ii) Payment for the Placement Shares shall be made on the Closing Date by wire transfer in Federal (same day) funds, payable to the order of the Company upon delivery of the certificates (in form and substance satisfactory to the RepresentativeUnderwriter) representing the Placement Shares (or through the facilities of the Depository Trust Company (“DTC”)) for the account of the Underwriters Underwriter and/or the Investors. The Placement Shares shall be registered in such name or names of the Investors and in such authorized denominations as the Representative Underwriter may request in writing prior to the Closing Date. The Company shall not be obligated to sell or deliver the Placement Shares except upon tender of payment by the Underwriters Underwriter for all of the Placement Shares.

Placement Share Payment and Delivery. (i) Delivery and payment for the Placement Shares shall be made at 10:00 a.m., Eastern time, on the third (3rd 3 rd ) Business Day following the effective date (the ““ Effective DateDate ”) of the Registration Statement (as defined in Section 2.1.1 below) (or the fourth (4th 4 th ) Business Day following the Effective Date if the Registration Statement is declared effective after 4:01 p.m., Eastern time) or at such earlier time as shall be agreed upon by the Underwriter and the Company, at the offices of Ortoli Rosenstadt Sichenzia Rxxx Xxxxxxxx Xxxxxxx LLP, 500 Xxxxxxx Xxxxxx61 Broadway, 00xx Xxxxx32 nd Floor, Xxx Nxx Xxxx, XX 00000 (the ““ Underwriter CounselCounsel ”), or at such other place (or remotely by facsimile or other electronic transmission) as shall be agreed upon by the Representative Underwriter and the Company. The hour and date of delivery and payment for the Placement Shares is called the ““ Closing DateDate .” (ii) Payment for the Placement Shares shall be made on the Closing Date by wire transfer in Federal (same day) funds, payable to the order of the Company upon delivery of the certificates (in form and substance satisfactory to the RepresentativeUnderwriter) representing the Placement Shares (or through the facilities of the Depository Trust Company (“DTC“ DTC ”)) for the account of the Underwriters and/or the InvestorsUnderwriter. The Placement Shares shall be registered in such name or names of the Investors and in such authorized denominations as the Representative Underwriter may request in writing at least two (2) full Business Days prior to the Closing Date. The Company shall not be obligated to sell or deliver the Placement Shares except upon tender of payment by the Underwriters Underwriter for all of the Placement Shares. The term “ Business Day ” means any day other than a Saturday, a Sunday or a legal holiday or a day on which banking institutions are authorized or obligated by law to close in New York, New York.