Purchase of Units on July 11, 1974 Sample Clauses

Purchase of Units on July 11, 1974. In the event that the Securities and Exchange Commission has not issued on or before July 11, 1974 an Order to the effect that the Lessor and the Trustors shall not be deemed to be electric utility companies within the meaning of Section 2(a)(3) of the Public Utility Holding Company Act of 1935 by reason of the ownership of the Units or the transactions contemplated by this Lease and the Trust Agreement, or in the event the Securities and Exchange Commission shall have advised the Lessor or the Trustors of its denial of such an Order, then on a date designated by Lessor to Lessee by not less than five nor more than fifteen days prior written notice, or on July 11, 1974, whichever is earlier (the "Purchase Date"), Lessor shall be unconditionally obligated to sell and transfer, and the Lessee shall be obligated to purchase from the Lessor all of the Units then subject to this Lease. In the event the Purchase Date shall be on a Periodic Rent Payment Date, the purchase price of such Units shall be an amount equal to the Casualty Value of such Units computed as of said date. In the event the Purchase Date shall be on a date other than a Periodic Rent Payment Date, the purchase price of such Units shall be an amount equal to the Casualty Value of such Units computed as of the next following Periodic Rent Payment Date. The payment of the purchase price shall be made to Lessor or its assignee hereunder at such place as Lessor or its assignee hereunder shall specify to Lessee in writing in funds immediately available at such place of payment. Such purchase price shall be so made available against delivery of (i) a bill xx sale from Lessor transferring and assigning to Lessee all right, title and interest of Lessor in and to such Units, on an "As Is" - "Where Is" basis without representation or warranty, and (ii) a release from the Security Trustees releasing such Units from the lien and security interest of the Indenture of Mortgage. Neither Lessor nor the Security Trustees shall be required to make any representation or warranty as to the condition of such Units or as to any other matters. Upon such purchase and settlement, this Lease shall terminate without further obligation or liability on the part of Lessor, the Agent or Lessee except with respect to liabilities of Lessee which have accrued prior to the Purchase Date.
Sample 1
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Related to Purchase of Units on July 11, 1974

  • Purchase of Units On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 20,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80

  • Repurchase of Units (a) Except as otherwise provided in this Agreement, no Partner or other Person holding Units will have the right to withdraw or tender for repurchase any of its Units. The Directors may, from time to time, in their complete and exclusive discretion and on terms and conditions as they may determine, cause the Partnership to repurchase Units in accordance with written tenders. The Partnership will not offer, however, to repurchase Units on more than four occasions during any one Fiscal Year, unless the Partnership has been advised by its legal counsel that more frequent offers would not cause any adverse tax consequences to the Partnership or the Partners. In determining whether to cause the Partnership to repurchase Units, pursuant to written tenders, the Directors will consider the following factors, among others:

  • Settlement of Units As soon as practicable after any date on which Units vest (but no later than the 15th day of the third calendar month following such vesting date), the Company will cause to be issued and delivered to you (or to your personal representative or your designated beneficiary or estate in the event of your death, as applicable), one Share in payment and settlement of each vested Unit. Delivery of the Shares shall be effected by the issuance of a stock certificate to you, by an appropriate entry in the stock register maintained by the Company’s transfer agent with a notice of issuance provided to you, or by the electronic delivery of the Shares to a brokerage account you designate, and shall be subject to the tax withholding provisions of Section 8 of this Agreement and compliance with all applicable legal requirements as provided in Section 18(c) of the Plan, and shall be in complete satisfaction and settlement of such vested Units. The Company will pay any original issue or transfer taxes with respect to the issue and transfer of Shares to you pursuant to this Agreement, and all fees and expenses incurred by it in connection therewith.

  • Purchase of Shares from each Fund The Shares are offered in four classes (each, a "Class"), as described in the Prospectus, as amended or supplemented from time to time.

  • Purchase of Shares from the Fund 3.1 The Distributor shall have the right to buy from the Fund on behalf of investors the Shares needed, but not more than the Shares needed (except for clerical errors in transmission) to fill unconditional orders for Shares placed with the Distributor by investors or registered and qualified securities dealers and other financial institutions (selected dealers).

  • Purchase of Shares For the sum of $25,000 (the “Purchase Price”), which the Company acknowledges receiving in cash, the Company hereby issues the Shares to the Subscriber, and the Subscriber hereby purchases the Shares from the Company, subject to forfeiture, on the terms and subject to the conditions set forth in this Agreement. Concurrently with the Subscriber’s execution of this Agreement, the Company shall, at its option, deliver to the Subscriber a certificate registered in the Subscriber’s name representing the shares (the “Original Certificate”), or effect such delivery in book-entry form.

  • Acknowledgment Regarding Investor’s Purchase of Shares The Company acknowledges and agrees that the Investor is acting solely in the capacity of an arm’s length purchaser with respect to the Registered Offering Transaction Documents and the transactions contemplated hereby and thereby. The Company further acknowledges that the Investor is not acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to the Registered Offering Transaction Documents and the transactions contemplated hereby and thereby and any advice given by the Investor or any of its respective representatives or agents in connection with the Registered Offering Transaction Documents and the transactions contemplated hereby and thereby is merely incidental to the Investor’s purchase of the Securities, and is not being relied on by the Company. The Company further represents to the Investor that the Company’s decision to enter into the Registered Offering Transaction Documents has been based solely on the independent evaluation by the Company and its representatives.

  • Conditions to Purchase of Option Securities In the event that the Underwriters exercise their option provided in Section 2(b) hereof to purchase all or any portion of the Option Securities, the representations and warranties of the Company contained herein and the statements in any certificates furnished by the Company and any of its subsidiaries hereunder shall be true and correct as of each Date of Delivery and, at the relevant Date of Delivery, the Representatives shall have received:

  • Conditions to Purchase of Option Shares In the event that the Underwriters exercise their option provided in Section 3(b) hereof to purchase all or any portion of the Option Shares, the representations and warranties of the Company contained herein and the statements in any certificates furnished by the Company hereunder shall be true and correct as of each Date of Delivery and, at the relevant Date of Delivery, the Representative shall have received:

  • Sale and Purchase of Shares Upon the terms and subject to the conditions contained herein, on the Closing Date the Seller shall sell, assign, transfer, convey and deliver to the Purchaser, and the Purchaser shall purchase from the Seller, all of the Shares.

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