Common use of Purchase and Delivery Clause in Contracts

Purchase and Delivery. The Company hereby agrees to sell to the several Placement Agents, and the Placement Agents, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agree, severally and not jointly, to purchase from the Company the number of Units set forth in Schedule I hereto opposite their names at a purchase price of $508.43 per Unit plus accrued amortization of original issue discount on the Notes, if any, from March 6, 1997 to the date of payment and delivery. Payment for the Units shall be made against delivery of the Units at a closing (the "Closing") to be held at the office of Shearman & Sterling, 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, at 9:00 A.M., local time, on March 6, 1997, or at such other time on the same or such other date, not later than March 20, 1997, as shall be designated in writing by you. The time and date of such payment are herein referred to as the Closing Date. Payment for the Units shall be made to the Company in federal funds or other funds immediately available in New York City. Certificates for the Units, the Notes and the Warrants shall be in definitive form and registered in such names and in such denominations as you shall request in writing not less than one full business day prior to the Closing Date. The certificates evidencing the Units, the Notes and the Warrants shall be delivered to you on the Closing Date for the respective accounts of the several Placement Agents, with any transfer taxes payable in connection with the transfer of the Units, the Notes or the Warrants to the Placement Agents duly paid, against payment of the purchase price therefor.

Appears in 1 contract

Samples: Placement Agreement (McCaw International LTD)

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Purchase and Delivery. The Company ITC hereby agrees to sell to the --------------------- several Placement Agents, and the Placement Agents, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agree, severally and not jointly, to purchase from ITC the Company the number respective principal amount of Units Notes set forth in Schedule I hereto opposite their names at a purchase price of $508.43 per Unit 97% of the principal amount thereof plus accrued amortization of original issue discount on the Notesinterest, if any, from March 6June 3, 1997 to the date of payment and delivery. Payment for the Units Notes shall be made against delivery of the Units Notes at a closing (the "Closing") to be held at the office of Shearman & Sterling, 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, at 9:00 A.M., local time, on March 6June 3, 1997, or at such other time on the same or such other date, not later than March 20June 17, 1997, as shall be designated in writing by you. The time and date of such payment are herein referred to as the Closing Date. Payment for the Units Notes shall be made to ITC (which will immediately deposit such funds as required by the Company Pledge and Security Agreement) in federal funds or other funds immediately available in New York City. Certificates for the Units, the Notes and the Warrants shall be in definitive form and registered in such names and in such denominations as you shall request in writing not less than one full business day prior to the Closing Date. The certificates evidencing the Units, the Notes and the Warrants shall be delivered to you on the Closing Date for the respective accounts of the several Placement Agents, with any transfer taxes payable in connection with the transfer of the Units, the Notes or the Warrants to the Placement Agents duly paid, against payment of the purchase price therefor.

Appears in 1 contract

Samples: Placement Agreement (Itc Deltacom Inc)

Purchase and Delivery. The Company hereby agrees to sell to the several Placement Agents, and the Placement Agents, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agree, severally and not jointly, to purchase from the Company the number respective principal amounts of Units Securities set forth in Schedule I hereto opposite their names at a purchase price of $508.43 per Unit 96.5% of the principal amount thereof plus accrued amortization of original issue discount on the Notesinterest, if any, from March 6June 15, 1997 to the date of payment and deliveryClosing Date. Payment for the Units Securities shall be made against delivery of the Units Securities at a closing (the "Closing") to be held at the office of Shearman & Sterling, 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, at 9:00 10:00 A.M., local time, on March 6September 30, 1997, or at such other time on the same or such other date, not later than March 20October 10, 1997, as shall be designated in writing by you. The time and date of such payment are herein referred to as the Closing Date. Payment for the Units Securities shall be made to the Company in federal funds or other funds by wire transfer of immediately available in New York Cityfunds to an account designated by the Company. Certificates for the Units, the Notes and the Warrants Securities shall be in definitive form and registered in such names and in such denominations as you shall request in writing not less than one three full business day days prior to the Closing Date. The certificates evidencing the Units, the Notes and the Warrants Securities shall be delivered to you on the Closing Date for the respective accounts of the several Placement Agents, with any transfer taxes payable in connection with the transfer of the Units, the Notes or the Warrants Securities to the Placement Agents duly paid, against payment of the purchase price therefor.

Appears in 1 contract

Samples: Placement Agreement (Envirosource Inc)

Purchase and Delivery. The Company hereby agrees to sell to the --------------------- several Placement Agents, and the Placement Agents, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agree, severally and not jointly, to purchase from the Company the number respective principal amount of Units Notes set forth in Schedule I hereto opposite their names at a purchase price of $508.43 per Unit 97.50% of the principal amount thereof plus accrued amortization of original issue discount on the Notesinterest, if any, from March 6November 5, 1997 1998 to the date of payment and delivery. Payment for the Units Notes shall be made against delivery of the Units Notes at a closing (the "Closing") to be held at the office of Shearman & Sterling, 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, at 9:00 A.M., local time, on March 6November 5, 19971998, or at such other time on the same or such other date, not later than March 20November 19, 19971998, as shall be designated in writing by you. The time and date of such payment are herein referred to as the Closing Date. Payment for the Units Notes shall be made to the Company in federal funds or other funds immediately available in New York City. Certificates for the Units, the Notes and the Warrants shall be in definitive form and registered in such names and in such denominations as you shall request in writing not less than one full business day prior to the Closing Date. The certificates evidencing the Units, the Notes and the Warrants shall be delivered to you on the Closing Date for the respective accounts of the several Placement Agents, with any transfer taxes payable in connection with the transfer of the Units, the Notes or the Warrants to the Placement Agents duly paid, against payment of the purchase price therefor.

Appears in 1 contract

Samples: Placement Agreement (Itc Deltacom Inc)

Purchase and Delivery. The Company Company, upon the basis of the representations and warranties of the Placement Agents herein contained, hereby agrees to sell to the several Placement Agents, and the Placement Agents, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agree, severally and not jointly, to purchase from the Company the number respective principal amount of Units Notes set forth in Schedule I hereto opposite their names at a purchase price of $508.43 per Unit 97.25% of the principal amount thereof plus accrued amortization of original issue discount on the Notesinterest, if any, from March 6September 22, 1997 to the date of payment and delivery. Payment for the Units Notes shall be made against delivery of the Units Notes at a closing (the "Closing") to be held at the office of Shearman & Sterling, 000 Xxxxxxxxx Xxxxxx599 Lexington Avenue, Xxx New York, Nxx Xxxx, Xxx Xxxxxx 0:00 X.X., at 9:00 A.M.xxxxx xxxx, local time, on March 6xx Xxptember 22, 1997, or at such other time on the same or such other date, not later than March 20October 6, 1997, as shall be designated in writing by you. The time and date of such payment are herein referred to as the Closing Date. Payment for the Units Notes shall be made to the Company (which will immediately deposit such proceeds with the Trustee pursuant to the Pledge Agreement) in federal funds or other funds immediately available in New York City. Certificates for the Units, the Notes and the Warrants shall be in definitive form and registered in such names and in such denominations as you shall request in writing not less than one full business day prior to the Closing Date. The certificates evidencing the Units, the Notes and the Warrants shall be delivered to you on the Closing Date for the respective accounts of the several Placement Agents, with any transfer taxes payable in connection with the transfer of the Units, the Notes or the Warrants to the Placement Agents duly paid, against payment of the purchase price therefor.

Appears in 1 contract

Samples: Placement Agreement (Bti Telecom Corp)

Purchase and Delivery. The Company hereby agrees to sell to the several Placement Agents, and the Placement Agents, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agree, severally and not jointly, to purchase from the Company the number respective principal amount of Units Notes set forth in Schedule I hereto opposite their names at a purchase price of $508.43 per Unit 97% of the principal amount thereof plus accrued amortization of original issue discount on the Notesinterest, if any, from March 6December 19, 1997 1996 to the date of payment and delivery. Payment for the Units Notes shall be made against delivery of the Units Notes at a closing (the "Closing") to be held at the office of Shearman Xxxxxx Xxxxxxx & SterlingCo. Incorporated, 000 Xxxxxxxxx Xxxxxx0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx, at 9:00 10:00 A.M., local time, on March 6December 19, 19971996, or at such other time on the same or such other date, not later than March 20January 6, 1997, as shall be designated in writing by you. The time and date of such payment are herein referred to as the Closing Date. Payment for the Units Notes shall be made to or as directed by the Company in federal funds Federal or other funds immediately available in New York City. Certificates for the Units, the Notes and the Warrants shall be in definitive form and registered in such names and in such denominations as you shall request in writing not less than one full business day prior to the Closing Date. The certificates evidencing the Units, the Notes and the Warrants shall be delivered to you on the Closing Date for the respective accounts of the several Placement Agents, with any transfer taxes payable in connection with the transfer of the Units, the Notes or the Warrants to the Placement Agents duly paid, against payment of the purchase price therefor.

Appears in 1 contract

Samples: Placement Agreement (Lodgenet Entertainment Corp)

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Purchase and Delivery. The Company hereby agrees to sell to the several Placement Agents, and the Placement Agents, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agree, severally and not jointly, to purchase from the Company the number respective principal amount of Units Securities set forth in Schedule I hereto opposite their names at a purchase price of $508.43 per Unit plus accrued amortization 97% of original issue discount on the Notes, if any, from March 6, 1997 to the date of payment and deliveryprincipal amount thereof. Payment for the Units Securities shall be made against delivery of the Units Securities at a closing (the "Closing") to be held at the office of Shearman & SterlingHaynxx xxx Boonx, 000 Xxxxxxxxx XXP, 3100 Nations Bank Plaza, 901 Xxxx Xxxxxx, Xxx XxxxXxxxxx, Xxx XxxxXxxxx, at 9:00 xx 10:00 A.M., local time, on March 6November 19, 1997, 1997 or at such other time on the same or such other date, not later than March 20December 19, 1997, 1997 as shall be designated in writing by you. The time and date of such payment are herein referred to as the Closing Date. Payment for the Units Securities shall be made by wire transfer of immediately available funds to the Company respective bank accounts designated in federal funds writing by the Company. One or other funds immediately available in New York City. Certificates more certificates for the Units, the Notes and the Warrants Securities shall be in definitive form and registered in such names and in such denominations as you shall request in writing not less than one two full business day days prior to the Closing Date. The certificates evidencing the Units, the Notes and the Warrants Securities shall be delivered to you on the Closing Date for the respective accounts of the several Placement Agents, with any transfer taxes payable in connection with the transfer of the Units, the Notes or the Warrants Securities to the Placement Agents duly paid, against payment of the purchase price therefor.

Appears in 1 contract

Samples: Placement Agreement (Kitty Hawk Inc)

Purchase and Delivery. The Company hereby agrees to sell to the --------------------- several Placement Agents, and the Placement Agents, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agree, severally and not jointly, to purchase from the Company the number respective principal amount of Units Notes set forth in Schedule I hereto opposite their names at a purchase price of $508.43 per Unit 97.4025% of the principal amount thereof plus accrued amortization of original issue discount on the Notesinterest, if any, from March 63, 1997 1998 to the date of payment and delivery. Payment for the Units Notes shall be made against delivery of the Units Notes at a closing (the "Closing") to be held at the office of Shearman & Sterling, 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, at 9:00 A.M., local time, on March 63, 19971998, or at such other time on the same or such other date, not later than March 2017, 19971998, as shall be designated in writing by you. The time and date of such payment are herein referred to as the Closing Date. Payment for the Units Notes shall be made to the Company in federal funds or other funds immediately available in New York City. Certificates for the Units, the Notes and the Warrants shall be in definitive form and registered in such names and in such denominations as you shall request in writing not less than one full business day prior to the Closing Date. The certificates evidencing the Units, the Notes and the Warrants shall be delivered to you on the Closing Date for the respective accounts of the several Placement Agents, with any transfer taxes payable in connection with the transfer of the Units, the Notes or the Warrants to the Placement Agents duly paid, against payment of the purchase price therefor.

Appears in 1 contract

Samples: Placement Agreement (Itc Deltacom Inc)

Purchase and Delivery. The Company hereby agrees to sell to the several Placement Agents, and the Placement Agents, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agree, severally and not jointly, to purchase from the Company the number respective principal amount of Units Notes set forth in Schedule I hereto opposite their names at a purchase price of $508.43 per Unit 97.054% of the principal amount thereof plus accrued amortization of original issue discount on the Notesinterest, if any, from March 6December 22, 1997 1998 to the date of payment and delivery. Payment for the Units Notes shall be made against delivery of the Units Notes at a closing (the "Closing") to be held at the office of Shearman & Sterling, 000 599 Xxxxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, at xx 9:00 A.M.a.m., local New York City time, on March 6December 22, 19971998, or at such other time on the same or such other date, not later than March 20December 29, 19971998, as shall be designated in writing by you. The time and date of such payment are herein referred to as the Closing Date. Payment for the Units Notes shall be made by wire transfer to an account previously designated to the Placement Agents by the Company in federal funds or other funds immediately available in New York Cityfunds. Certificates for the Units, the Notes and the Warrants shall be in definitive form and registered in such names and in such denominations as you shall request in writing not less than one full business day prior to the Closing Date. The certificates evidencing the Units, the Notes and the Warrants shall be delivered to you on the Closing Date for the respective accounts of the several Placement Agents, with any transfer taxes payable in connection with the transfer of the Units, the Notes or the Warrants to the Placement Agents duly paid, against payment of the purchase price therefor.

Appears in 1 contract

Samples: Placement Agreement (Metrocall Inc)

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