Common use of Purchase, Sale and Closing Clause in Contracts

Purchase, Sale and Closing. On the terms and conditions herein set forth, the Underwriter will buy from the Authority, and the Authority will sell to the Underwriter, all (but not less than all) of the Bonds at a purchase price equal to $49,282,118.80, which is equal to the $47,830,000.00 aggregate principal amount of the Bonds, plus original issue premium of $2,169,568.80 less the underwriting discount of $717,450.00. Payment for the Bonds shall be made in immediately available funds to the Trustee for the account of the Authority. Closing (the “Closing”) will be at the offices of Bxxxxxx Xxxxx Xxxxxxx & Ixxxxxxxx, LLP, Philadelphia, Pennsylvania, bond counsel, at 10:00 a.m., Eastern Daylight Time, on January 16, 2007 or at such other date, time or place or in such other manner as may be agreed on by the parties hereto. The Bonds will be delivered as fully registered bonds in the aggregate principal amount of $47,830,000 in the name of Cede & Co., as nominee for The Depository Trust Company (“DTC”), with CUSIP numbers printed thereon, and shall conform in all respects to DTC’s Book-Entry Only System. Delivery of the Bonds to DTC will be made by delivering the Bonds to the Trustee utilizing the DTC FAST system. If the Underwriter so requests, the Bonds shall be made available to the Underwriter (prior to their delivery to DTC) in Philadelphia, Pennsylvania at least three full business days before the Closing for purposes of inspection. The Underwriter agrees to make a bona fide public offering of the Bonds at the initial offering prices or yields set forth in the Official Statement; provided, however, that the Underwriter reserves the right (and the Authority and the Company hereby expressly acknowledge such right): to make concessions to dealers; to effect transactions that stabilize or maintain the market price of the Bonds above that which might otherwise prevail in the open market and to discontinue at any time such stabilizing transactions; and to change such initial offering prices, all as the Underwriter shall deem necessary in connection with the marketing of the Bonds.

Appears in 1 contract

Samples: Financing Agreement (Aqua America Inc)

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Purchase, Sale and Closing. On the terms and conditions herein set forth, the Underwriter will buy from the Authority, and the Authority will sell to the Underwriter, all (but not less than all) of the Bonds at a purchase price equal to $49,282,118.8024,627,624, which is equal to the $47,830,000.00 24,675,000 aggregate principal amount of the Bonds, plus original issue premium of $2,169,568.80 322,749, less the underwriting discount of $717,450.00370,125. Payment for the Bonds shall be made in immediately available funds to the Trustee for the account of the Authority. Closing (the "Closing") will be at the offices of Bxxxxxx Xxxxxxx Xxxxx Xxxxxxx & IxxxxxxxxXxxxxxxxx, LLP, Philadelphia, Pennsylvania, bond counsel, at 10:00 a.m., Eastern Daylight Time, on January 16December 28, 2007 2005 or at such other date, time or place or in such other manner as may be agreed on by the parties hereto. The Bonds will be delivered as one fully registered bonds bond in the aggregate principal amount of $47,830,000 24,675,000 in the name of Cede & Co., as nominee for The Depository Trust Company ("DTC"), with CUSIP numbers printed thereon, and shall conform in all respects to DTC’s 's Book-Entry Only System. Delivery of the Bonds to DTC will be made by delivering the Bonds to the Trustee utilizing the DTC FAST system. If the Underwriter so requests, the Bonds shall be made available to the Underwriter (prior to their delivery to DTC) in Philadelphia, Pennsylvania at least three full business days before the Closing for purposes of inspection. The Underwriter agrees to make a bona fide public offering of the Bonds at the initial offering prices or yields set forth in the Official Statement; provided, however, that the Underwriter reserves the right (and the Authority and the Company hereby expressly acknowledge such right): to make concessions to dealers; to effect transactions that stabilize or maintain the market price of the Bonds above that which might otherwise prevail in the open market and to discontinue at any time such stabilizing transactions; and to change such initial offering prices, all as the Underwriter shall deem necessary in connection with the marketing of the Bonds.

Appears in 1 contract

Samples: Financing Agreement (Aqua America Inc)

Purchase, Sale and Closing. On the terms and conditions herein set forth, the Underwriter will buy from the Authority, and the Authority will sell to the Underwriter, all (but not less than all) of the Bonds at a purchase price equal to $49,282,118.8049,253,532.90, which is equal to the $47,830,000.00 49,660,000.00, aggregate principal amount of the Bonds, plus original issue premium of $2,169,568.80 338,432.90, less the underwriting discount of $717,450.00744,900.00. Payment for the Bonds shall be made in immediately available funds to the Trustee for the account of the Authority. Closing (the “Closing”) will be at the offices of Bxxxxxx Xxxxx Xxxxxxx & Ixxxxxxxx, LLP, Philadelphia, Pennsylvania, bond counselPennsylvania (“Bond Counsel”), at 10:00 a.m., Eastern Daylight Standard Time, on January 16December 20, 2007 or at such other date, time or place or in such other manner as may be agreed on by the parties hereto. The Bonds will be delivered as fully registered bonds in the aggregate principal amount of $47,830,000 49,660,000 in the name of Cede & Co., as nominee for The Depository Trust Company (“DTC”), with CUSIP numbers printed thereon, and shall conform in all respects to DTC’s Book-Entry Only System. Delivery of the Bonds to DTC will be made by delivering the Bonds to the Trustee utilizing the DTC FAST system. If the Underwriter so requests, the Bonds shall be made available to the Underwriter (prior to their delivery to DTC) in Philadelphia, Pennsylvania at least three full business days before the Closing for purposes of inspection. The Underwriter agrees to make a bona fide public offering of the Bonds at the initial offering prices or yields set forth in the Official Statement; provided, however, that the Underwriter reserves the right (and the Authority and the Company hereby expressly acknowledge such right): to make concessions to dealers; to effect transactions that stabilize or maintain the market price of the Bonds above that which might otherwise prevail in the open market and to discontinue at any time such stabilizing transactions; and to change such initial offering prices, all as the Underwriter shall deem necessary in connection with the marketing of the Bonds.

Appears in 1 contract

Samples: Financing Agreement (Aqua America Inc)

Purchase, Sale and Closing. On the terms and conditions herein set forth, the Underwriter will buy from the Authority, and the Authority will sell to the Underwriter, all (but not less than all) of the Bonds at a purchase price equal to $49,282,118.8029,550,000, which is equal to consisting of the $47,830,000.00 aggregate principal amount of the BondsBonds ($30,000,000), plus original issue premium of $2,169,568.80 less the underwriting an underwriters' discount of $717,450.00450,000. Payment for the Bonds shall be made in immediately available funds to the Trustee for the account of the Authority. Closing (the "Closing") will be at the offices of Bxxxxxx Xxxxx Xxxxxxx & Ixxxxxxxx, Reed Smith LLP, Philadelphia, Pennsylvania, bond counsel, at 10:00 a.m., Eastern Daylight Time, on January 16xx Xxxxxxxr 1, 2007 2001 or at such other date, time or place or in such other manner as may be agreed on by the parties hereto. The Bonds will be delivered as fully registered bonds Bonds with one Bond for each maturity, each in the aggregate principal amount of $47,830,000 Bonds for each such maturity as requested in the name of Cede & Co., as nominee for The Depository Trust Company ("DTC"), with CUSIP numbers printed thereon, and shall conform in all respects to DTC’s 's Book-Entry Entry-Only System. Delivery of the Bonds to DTC will be made by delivering at the office of DTC in New York, New York, unless DTC's "FAST" program is employed, in which case the delivery of the Bonds to will be made at the Trustee utilizing the DTC FAST systemoffices of Reed Smith LLP, bond counsel (or such other location as is acceptablx xx xxx Xnderwriter). If the Underwriter so requests, the Bonds shall be made available to the Underwriter (prior to their delivery to DTC) in PhiladelphiaSpringfield, Pennsylvania at least three full business days day before the Closing for purposes of inspection. The Underwriter agrees to make a bona fide public offering of the Bonds at the initial offering prices or yields set forth in the Official Statement; provided, however, that the Underwriter reserves the right (and the Authority and the Company hereby expressly acknowledge such right): (i) to make concessions to dealers; (ii) to effect transactions that stabilize or maintain the market price of the Bonds above that which might otherwise prevail in the open market and to discontinue at any time such stabilizing transactions; and (iii) to change such initial offering prices, all as the Underwriter shall deem necessary in connection with the marketing of the Bonds.

Appears in 1 contract

Samples: Bond Purchase Agreement (Philadelphia Suburban Corp)

Purchase, Sale and Closing. On the terms and conditions herein set forth, the Underwriter will buy from the Authority, and the Authority will sell to the Underwriter, all (but not less than all) of the 2005 Bonds at a purchase price equal to $49,282,118.8070,929,354.65, which is equal to the $47,830,000.00 71,310,000 aggregate principal amount of the 2005 Bonds, plus original issue premium of $2,169,568.80 689,004.65, less the underwriting discount of $717,450.001,069,650. Payment for the 2005 Bonds shall be made in immediately available funds to the Trustee for the account of the Authority. Closing (the "Closing") will be at the offices of Bxxxxxx Xxxxxxx Xxxxx Xxxxxxx & IxxxxxxxxXxxxxxxxx, LLP, Philadelphia, Pennsylvania, bond counsel, at 10:00 a.m., Eastern Daylight Time, on January 16May 19, 2007 2005 or at such other date, time or place or in such other manner as may be agreed on by the parties hereto. The 2005 Bonds will be delivered as fully registered bonds bonds, with one bond for each series, each in the aggregate principal amount of $47,830,000 the applicable series in the name of Cede & Co., as nominee for The Depository Trust Company ("DTC"), with CUSIP numbers printed thereon, and shall conform in all respects to DTC’s 's Book-Entry Only System. Delivery of the 2005 Bonds to DTC will be made by delivering the 2005 Bonds to the Trustee utilizing the DTC FAST system. If the Underwriter so requests, the 2005 Bonds shall be made available to the Underwriter (prior to their delivery to DTC) in Philadelphia, Pennsylvania at least three full business days before the Closing for purposes of inspection. The Underwriter agrees to make a bona fide public offering of the 2005 Bonds at the initial offering prices or yields set forth in the Official Statement; provided, however, that the Underwriter reserves the right (and the Authority and the Company hereby expressly acknowledge such right): (i) to make concessions to dealers; (ii) to effect transactions that stabilize or maintain the market price of the 2005 Bonds above that which might otherwise prevail in the open market and to discontinue at any time such stabilizing transactions; and (iii) to change such initial offering prices, all as the Underwriter shall deem necessary in connection with the marketing of the 2005 Bonds.

Appears in 1 contract

Samples: Financing Agreement (Aqua America Inc)

Purchase, Sale and Closing. On the terms and conditions herein set forth, the Underwriter Underwriters will buy from the Authority, and the Authority will sell to the UnderwriterUnderwriters, all (but not less than all) of the Bonds at a purchase price equal to $49,282,118.80, 73,875,469.55 which is equal to the $47,830,000.00 74,685,000 aggregate principal amount of the Bonds, plus net original issue premium of $2,169,568.80 310,744.55, less the underwriting discount of $717,450.001,120,275.00. Payment for the Bonds shall be made in immediately available funds to the Trustee for the account of the Authority. Closing (the “Closing”) will be at the offices of Bxxxxxx Xxxxxxx Xxxxx Xxxxxxx & Ixxxxxxxx, LLP, Philadelphia, Pennsylvania, bond counselPennsylvania (“Bond Counsel”), at 10:00 a.m., Eastern Daylight Standard Time, on January 16November 17, 2007 2009 or at such other date, time or place or in such other manner as may be agreed on by the parties hereto. The Bonds will be delivered as fully registered bonds in the aggregate principal amount of $47,830,000 74,685,000 in the name of Cede & Co., as nominee for The Depository Trust Company (“DTC”), with CUSIP numbers printed thereon, and shall conform in all respects to DTC’s Book-Entry Only System. Delivery of the Bonds to DTC will be made by delivering the Bonds to the Trustee utilizing the DTC FAST system. If the Underwriter Representative so requests, the Bonds shall be made available to the Underwriter Underwriters (prior to their delivery to DTC) in Philadelphia, Pennsylvania at least three full business days before the Closing for purposes of inspection. The Underwriter agrees Underwriters agree to make a bona fide public offering of the Bonds at the initial offering prices or yields set forth in the Official Statement; provided, however, that the Underwriter reserves Underwriters reserve the right (and the Authority and the Company hereby expressly acknowledge such right): to make concessions to dealers; to effect transactions that stabilize or maintain the market price of the Bonds above that which might otherwise prevail in the open market and to discontinue at any time such stabilizing transactions; and to change such initial offering prices, all as the Underwriter Underwriters shall deem necessary in connection with the marketing of the Bonds.

Appears in 1 contract

Samples: Financing Agreement (Aqua America Inc)

Purchase, Sale and Closing. On the terms and conditions herein set forth, the Underwriter Underwriters will buy from the Authority, and the Authority will sell to the UnderwriterUnderwriters, all (but not less than all) of the Bonds at a purchase price equal to $49,282,118.8027,777,000, which is equal to consisting of the $47,830,000.00 aggregate principal amount of the Bonds, plus original issue premium less an Underwriting fee of $2,169,568.80 less the underwriting discount of $717,450.00423,000. Payment for the Bonds shall be made in immediately available funds to the Trustee for the account of the Authority. Closing (the "Closing") will be at the offices of Bxxxxxx Xxxxx Obermayer Xxxxxxx Xxxxxxx & Ixxxxxxxx, Hippel LLP, Philadelphia, Pennsylvania, bond counsel, at 10:00 a.m., Eastern Daylight Time, on January 16December 31, 2007 2002 or at such other date, time or place or in such other manner as may be agreed on by the parties hereto. The Bonds will be delivered as fully registered bonds Bonds with one Bond for each maturity, each in the aggregate principal amount of $47,830,000 Bonds for each such maturity as requested in the name of Cede & Co., as nominee for The Depository Trust Company ("DTC"), with CUSIP numbers printed thereon, and shall conform in all respects to DTC’s 's Book-Entry Only System. Delivery of the Bonds to DTC will be made by delivering at the Bonds office of DTC in New York, New York (or such other location as is acceptable to the Trustee utilizing the DTC FAST systemRepresentative). If the Underwriter Representative so requests, the Bonds shall be made available to the Underwriter Underwriters (prior to their delivery to DTC) in Philadelphia, Pennsylvania at least three full business days before the Closing for purposes of inspection. The Underwriter agrees Underwriters agree to make a bona fide public offering of the Bonds at the initial offering prices or yields set forth in the Official Statement; provided, however, that the Underwriter reserves Underwriters reserve the right (and the Authority and the Company hereby expressly acknowledge such right): (i) to make concessions to dealers; (ii) to effect transactions that stabilize or maintain the market price of the Bonds above that which might otherwise prevail in the open market and to discontinue at any time such stabilizing transactions; and (iii) to change such initial offering prices, all as the Underwriter Underwriters shall deem necessary in connection with the marketing of the Bonds.

Appears in 1 contract

Samples: Bond Purchase Agreement (Philadelphia Suburban Corp)

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Purchase, Sale and Closing. On the terms and conditions herein set forth, the Underwriter will buy from the Authority, and the Authority will sell to the Underwriter, all (but not less than all) of the Bonds at a purchase price equal to $49,282,118.80, which is equal to 24,750,000 consisting of the $47,830,000.00 aggregate principal amount of the BondsBonds ($25,000,000), plus original issue premium of $2,169,568.80 less the underwriting an underwriters' discount of $717,450.00250,000, plus accrued interest. Payment for the Bonds shall be made in immediately available funds to the Trustee for the account of the Authority. Closing (the "Closing") will be at the offices of Bxxxxxx Xxxxx Xxxxxxx Eckert, Seamans, Xxxxxx & IxxxxxxxxXxxxxxx, LLP, Philadelphia, PennsylvaniaLLC, bond counsel, at 10:00 a.m., Eastern Daylight Time, on January 16June 5, 2007 2002 or at such other date, time or place or in such other manner as may be agreed on by the parties hereto. The Bonds will be delivered as fully registered bonds Bonds with one Bond for each maturity, each in the aggregate principal amount of $47,830,000 Bonds for each such maturity as requested in the name of Cede & Co., as nominee for The Depository Trust Company ("DTC"), with CUSIP numbers printed thereon, and shall conform in all respects to DTC’s 's Book-Entry Entry-Only System. Delivery of the Bonds to DTC will be made by delivering at the office of DTC in New York, New York, unless DTC's "FAST" program is employed, in which case the delivery of the Bonds will be made at the offices of Xxxxxx Xxxxxxx Xxxxxx & Xxxxxxx, LLC, bond counsel (or such other location as is acceptable to the Trustee utilizing the DTC FAST systemUnderwriter). If the Underwriter so requests, the Bonds shall be made available to the Underwriter (prior to their delivery to DTC) in Philadelphia, Pennsylvania at least three full business days day before the Closing for purposes of inspection. The Underwriter agrees to make a bona fide public offering of the Bonds at the initial offering prices or yields set forth in the Official Statement; provided, however, that the Underwriter reserves the right (and the Authority and the Company hereby expressly acknowledge such right): (i) to make concessions to dealers; (ii) to effect transactions that stabilize or maintain the market price of the Bonds above that which might otherwise prevail in the open market and to discontinue at any time such stabilizing transactions; and (iii) to change such initial offering prices, all as the Underwriter shall deem necessary in connection with the marketing of the Bonds.

Appears in 1 contract

Samples: Bond Purchase Agreement (Philadelphia Suburban Corp)

Purchase, Sale and Closing. On the terms and conditions herein set forth, the Underwriter will buy from the Authority, and the Authority will sell to the Underwriter, all (but not less than all) of the 2004 Bonds at a purchase price equal to $49,282,118.8014,000,000, which is equal to consisting of the $47,830,000.00 aggregate principal amount of the 2004 Bonds, plus original issue premium . The Underwriter will be paid an Underwriting fee of $2,169,568.80 less 210,000.00 by the underwriting discount of $717,450.00Company for its services rendered under this Agreement. Payment for the Bonds shall be made in immediately available funds to the Trustee for the account of the Authority. Closing (the "Closing") will be at the offices of Bxxxxxx Xxxxxxx Xxxxx Xxxxxxx & IxxxxxxxxXxxxxxxxx, LLP, Philadelphia, Pennsylvania, Pennsylvania bond counsel, at 10:00 a.m., Eastern Daylight Time, on January 16November 30, 2007 2004 or at such other date, time or place or in such other manner as may be agreed on by the parties hereto. The 2004 Bonds will be delivered as a single, fully registered bonds Bond, in the aggregate principal amount of $47,830,000 the Bonds for in the name of Cede & Co., as nominee for The Depository Trust Company ("DTC"), with a CUSIP numbers number printed thereon, and shall conform in all respects to DTC’s 's Book-Entry Only System. Delivery of the 2004 Bonds to DTC will be made by delivering at the Bonds office of DTC in New York, New York (or such other location as is acceptable to the Trustee utilizing the DTC FAST systemUnderwriter). If the Underwriter so requests, the 2004 Bonds shall be made available to the Underwriter (prior to their delivery to DTC) in Philadelphia, Pennsylvania at least three full business days before the Closing for purposes of inspection. The Underwriter agrees to make a bona fide public offering of the 2004 Bonds at the initial offering prices or yields set forth in the Official Statement; provided, however, that the Underwriter reserves the right (and the Authority and the Company hereby expressly acknowledge such right): (i) to make concessions to dealers; (ii) to effect transactions that stabilize or maintain the market price of the 2004 Bonds above that which might otherwise prevail in the open market and to discontinue at any time such stabilizing transactions; and (iii) to change such initial offering prices, all as the Underwriter shall deem necessary in connection with the marketing of the 2004 Bonds.

Appears in 1 contract

Samples: Financing Agreement (Aqua America Inc)

Purchase, Sale and Closing. On the terms and conditions herein set forth, the Underwriter will buy from the Authority, and the Authority will sell to the Underwriter, all (but not less than all) of the Bonds at a purchase price equal to $49,282,118.8021,490,630, which is equal to the $47,830,000.00 22,000,000, aggregate principal amount of the Bonds, plus less original issue premium discount of $2,169,568.80 179,370, less the underwriting discount of $717,450.00330,000. Payment for the Bonds shall be made in immediately available funds to the Trustee for the account of the Authority. Closing (the “Closing”) will be at the offices of Bxxxxxx Xxxxxxx Xxxxx Xxxxxxx & IxxxxxxxxXxxxxxxxx, LLP, Philadelphia, Pennsylvania, bond counselPennsylvania (“Bond Counsel”), at 10:00 a.m., Eastern Daylight Standard Time, on January 16December 18, 2007 2008 or at such other date, time or place or in such other manner as may be agreed on by the parties hereto. The Bonds will be delivered as fully registered bonds in the aggregate principal amount of $47,830,000 22,000,000 in the name of Cede & Co., as nominee for The Depository Trust Company (“DTC”), with CUSIP numbers printed thereon, and shall conform in all respects to DTC’s Book-Entry Only System. Delivery of the Bonds to DTC will be made by delivering the Bonds to the Trustee utilizing the DTC FAST system. If the Underwriter so requests, the Bonds shall be made available to the Underwriter (prior to their delivery to DTC) in Philadelphia, Pennsylvania at least three full business days before the Closing for purposes of inspection. The Underwriter agrees to make a bona fide public offering of the Bonds at the initial offering prices or yields set forth in the Official Statement; provided, however, that the Underwriter reserves the right (and the Authority and the Company hereby expressly acknowledge such right): to make concessions to dealers; to effect transactions that stabilize or maintain the market price of the Bonds above that which might otherwise prevail in the open market and to discontinue at any time such stabilizing transactions; and to change such initial offering prices, all as the Underwriter shall deem necessary in connection with the marketing of the Bonds.

Appears in 1 contract

Samples: Financing Agreement (Aqua America Inc)

Purchase, Sale and Closing. On the terms and conditions herein set forth, the Underwriter Underwriters will buy from the Authority, and the Authority will sell to the UnderwriterUnderwriters, all (but not less than all) of the Bonds at a purchase price equal to $49,282,118.80141,764,215.45, which is equal to the $47,830,000.00 141,385,000.00 aggregate principal amount of the Bonds, plus net original issue premium of $2,169,568.80 1,838,245.45, less the underwriting discount of $717,450.001,459,030.00. Payment for the Bonds shall be made in immediately available funds to the Trustee for the account of the Authority. Closing (the “Closing”) will be at the offices of Bxxxxxx Xxxxxxx Xxxxx Xxxxxxx & Ixxxxxxxx, LLP, Philadelphia, Pennsylvania, bond counselPennsylvania (“Bond Counsel”), at 10:00 a.m., Eastern Daylight Standard Time, on January 16November 17, 2007 2010 or at such other date, time or place or in such other manner as may be agreed on by the parties hereto. The Bonds will be delivered as fully registered bonds in the aggregate principal amount of $47,830,000 141,385,000 in the name of Cede & Co., as nominee for The Depository Trust Company (“DTC”), with CUSIP numbers printed thereon, and shall conform in all respects to DTC’s Book-Entry Only System. Delivery of the Bonds to DTC will be made by delivering the Bonds to the Trustee utilizing the DTC FAST system. If the Underwriter Representative so requests, the Bonds shall be made available to the Underwriter Underwriters (prior to their delivery to DTC) in Philadelphia, Pennsylvania at least three full business days before the Closing for purposes of inspection. The Underwriter agrees Underwriters agree to make a bona fide public offering of the Bonds at the initial offering prices or yields set forth in the Official Statement; provided, however, that the Underwriter reserves Underwriters reserve the right (and the Authority and the Company hereby expressly acknowledge such right): to make concessions to dealers; to effect transactions that stabilize or maintain the market price of the Bonds above that which might otherwise prevail in the open market and to discontinue at any time such stabilizing transactions; and to change such initial offering prices, all as the Underwriter Underwriters shall deem necessary in connection with the marketing of the Bonds.

Appears in 1 contract

Samples: Bond Purchase Agreement (Aqua America Inc)

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