Sale and Delivery to Underwriter Closing. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Trust and the Company, as the case may be, agree that the Trust will sell to the Underwriter, and the Underwriter agrees to purchase from the Trust, the Firm Securities, at a purchase price of $25.00 per Firm Security. Payment of the purchase price for, and delivery of, the Firm Securities shall be made at the offices of Arnoxx & Xortxx, 10 - 10 - 555 Xxxxxxx Xxxxxx, X.X., Xxxxxxxxxx, X.X. 00000, xx at such other place as shall be agreed upon by you, the Trust and the Company, at 10:00 A.M. Eastern Standard Time, on the third business day (unless postponed in accordance with the provisions of Section 9) following the date of this Agreement, or such other time not later than ten business days after such date as shall be agreed upon by the Underwriter, the Trust and the Company (such time and date of payment and delivery being herein called the "Closing Date"). As compensation for the commitments of the Underwriter contained in this Section 2, the Company hereby agrees to pay to the Underwriter an amount equal to $___ per Firm Security times the total number of Firm Securities purchased by the Underwriter on the Closing Date as commissions for the sale of such Firm Securities under this Agreement. Such payment will be made on the Closing Date with respect to the Firm Securities. Payment for the Firm Securities shall be made to the Trust by wire transfer of immediately available funds, against delivery to the Underwriter of the Firm Securities to be purchased by it. The Firm Securities shall be issued in the form of one or more fully registered global notes (the "Global Notes") in book-entry form in such denominations and registered in the name of the nominee of The Depository Trust Company (the "Depository") or in such names as the Underwriter may request in writing at least two business days before the Closing Date. The Global Notes representing the Firm Securities shall be made available for examination by the Underwriter not later than 10:00 A.M. Eastern Standard Time on the last business day prior to the Closing Date. In addition, upon written notice from the Underwriter to the Trust from time to time prior to 9:00 P.M., Eastern Standard Time, on the 30th day after the date of the Prospectus (or, if such 30th day shall be a Saturday, Sunday or a holiday, on the next business day thereafter), the Underwriter shall have the righ...
Sale and Delivery to Underwriter Closing. (a) On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company agrees to sell to the Underwriter, and the Underwriter agrees to purchase from the Company, the Shares at a purchase price of $26.4225 per share.
(b) Payment of the purchase price for, and delivery of certificates for, the Shares shall be made at the office of Franchise Finance Corporation of America, 17207 North Perimeter Drive, Scottsdale, Arizona, or at such other place as shall be agreed upon by the Underwriter and the Company, at 10:00 A.M., New York City time, on the third business day (unless postponed in accordance with the provisions of Section 10) following the date after execution of this Agreement, or such other time not later than ten business days after such date as shall be agreed upon by the Underwriter and the Company (such time and date of payment and delivery being herein called "Closing Date"). Payment shall be made to the Company in immediately available funds against delivery to the Underwriter for the account of the Underwriter of certificates for the Shares to be purchased by the Underwriter. Certificates for the Shares shall be in such denominations and registered in such names as the Underwriter may request in writing at least one business day before the Closing Date. The certificates for the Shares will be made available for examination and packaging by the Underwriter in The City of New York not later than 3:00 P.M. on the last business day prior to the Closing Date. 11
Sale and Delivery to Underwriter Closing. (a) On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, SoCo Capital agrees to sell to the Underwriter and the Underwriter agrees to purchase from SoCo Capital, $25,000,000 aggregate principal amount of Notes at a price equal to 100% of the principal amount thereof.
(b) Payment of the purchase price for, and delivery of certificates for, the Notes shall be made at the offices of Troutman Sanders, LLP, 600 Peachtree Street, N.E., Atlantx, Xxxxxia xx 00:00 A.M., Xxx Xxxx xxxx, xx Xxxxxxxx 0, 0000 xx xxxx other time, place or date as shall be agreed upon by the Underwriter, SoCo Capital and the Company (such time and date of payment and delivery being herein called the "Closing Date"). Payment shall be made to SoCo Capital, by wire transfer in federal funds at the Closing Date, against delivery to the Underwriter of certificates for the Notes to be purchased by it. Certificates for the Notes shall be in such denominations and registered in such names as the Underwriter may request in writing at least two business days before the Closing Date. The delivery of the Notes shall be made in fully registered form, registered in the name of CEDE & CO., to the offices of The Depository Trust Company in New York, New York or its designee, and the Underwriter shall accept such delivery.
(c) The certificate(s) for the Notes will be made available for examination and packaging by the Underwriter not later than 12:00 Noon, New York time, on the last business day prior to the Closing Date.
Sale and Delivery to Underwriter Closing. (a) On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company agrees to sell to the Underwriter and the Underwriter agrees to purchase from the Company, at the price set forth in the Pricing Agreement, $147,450,000 aggregate principal amount of the Securities.
(b) Payment of the purchase price for, and delivery of the certificates for, the Securities shall be made at the offices of the Company, 1850 Xxxxx Xxxxxxx Xxxxxx, X.X. Xxx 2209, Phoenix, Arizona, 85002-2209 or at such other place as shall be agreed upon by the Underwriter and the Company, at 10:00 a.m., New York City time, on October 11, 1995, or such other time not later than ten business days after execution of the Pricing Agreement as shall be agreed upon by the Underwriter and the Company (such time and date of payment and delivery being herein called "Closing Time"). Payment shall be made to the Company by wire transfer of immediately available funds against delivery to the Underwriter of certificates for the Securities to be purchased by it. Certificates for the Securities shall be in such denominations and registered in such names as the Underwriter may request in writing at least two business days before Closing
Sale and Delivery to Underwriter Closing. (a) On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company agrees to sell to the Underwriter, and the Underwriter agrees to purchase from the Company, at 99.357% of the principal amount thereof, the aggregate principal amount of Securities set forth in Schedule B opposite the name of the Underwriter.
(b) Payment of the purchase price for the Securities shall be made at the offices of the Company, 10990 Wilshire Boulevard, Los Angeles, California, or at such other plxxx xx xxxxx xx xxxxxx xxxx xx xxx Xxxxxxxxxxxxxx and the Company, at 7:00 a.m., California time, on December 15, 2004, or such other time not later than ten business days after such date as shall be agreed upon by the Representative and the Company (such time and date of payment and delivery of the Securities being herein called "Closing Time"). Payment shall be made to the Company by wire transfer of immediately available funds to a bank account designated by the Company, against delivery to the Representative for the account of the Underwriter of certificates for the Securities to be purchased by it. Certificates for the Securities shall be in such denominations and registered in such names as the Representative may request in writing at least one full business day before Closing Time. It is understood that the Underwriter has authorized the Representative, for its account, to accept delivery of, receipt for, and make payment of the purchase price for, the Securities which it has agreed to purchase. The certificates for the Securities will be made available for examination and packaging by the Representative not later than 10:00 a.m. (New York City time) on the last business day prior to Closing Time in New York, New York.
Sale and Delivery to Underwriter Closing. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company agrees to sell to the Underwriter and the Underwriter agrees to purchase from the Company, at the price per $1,000 principal amount at maturity set forth in the Pricing Agreement, the Initial Securities.
(a) If the Company has elected not to rely upon Rule 430A under the Act Regulations, the initial public offering price, the initial conversion rate and the purchase price (per $1,000 principal amount at maturity) to be paid by the Underwriter for the Securities have each been determined and set forth in the Pricing Agreement, dated the date hereof, and an amendment to the Registration Statement and the Prospectus will be filed before the Registration Statement becomes effective.
(b) If the Company has elected to rely upon Rule 430A under the Act Regulations, the purchase price (per $1,000 principal amount at maturity) to be paid by the Underwriter for the Securities shall be an amount equal to the initial public offering price, less an amount per Security to be determined by agreement between the Underwriter and the Company. The initial public offering price (per $1,000 principal amount at maturity) of the Securities and the initial conversion rate applicable to the Securities likewise shall be determined by agreement between the Underwriter and the Company. The initial public offering price, the initial conversion rate and the purchase price, when so determined, shall be set forth in the Pricing Agreement. In the event that such prices have not been agreed upon and the Pricing Agreement has not been executed and delivered by the parties thereto by the close of business on the fourth business day following the date of this Agreement, this Agreement shall terminate forthwith, without liability of any party to any other party, unless otherwise agreed to by the Company and the Underwriter.
(i) In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company hereby grants an option to the Underwriter, to purchase from it any or all of the Option Securities (in multiples of $1,000 principal amount at maturity) at the same price (per $1,000 principal amount at maturity) as is to be paid by the Underwriter for the Initial Securities, plus accrued amortization of original issue discount, if any, on the terms set forth in the Pricing Agreement. ...
Sale and Delivery to Underwriter Closing. (a) On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, (i) the Company agrees to sell to the Underwriter, and the Underwriter agrees to purchase from the Company, 4,000,000 shares of Preferred Stock at a price equal to $25.00 per share of Preferred Stock and (ii) the Company agrees to pay the Underwriter as compensation hereunder, a commission equal to $0.50 per share of Preferred Stock.
(b) Payment for and delivery of certificates for the Preferred Stock shall be made at the offices of Troutman Sanders LLP, 600 Peachtree Street, N.E., Suite 5200, Atlanta, Xxxxxxa 00000 at 10:00 X.X., Xxx Xxxx xxxx, xx Xxxxxxxx 00, 0000 xx xxxx xxxxx xxxe, place or date as shall be agreed upon by the Underwriter and the Company (such time and date of payment and delivery being herein called the "Closing Date"). Payment shall be made to the Company by wire transfer in federal funds at the Closing Date against delivery of certificates for the shares of Preferred Stock to the Underwriter. The delivery of the Preferred Stock shall be made in fully registered form, registered in the name of CEDE & CO., to the offices of The Depository Trust Company in New York, New York or its designee, and the Underwriter shall accept such delivery.
Sale and Delivery to Underwriter Closing. (a) On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, (i) the Company agrees to sell to the Underwriter, and the Underwriter, agrees to purchase from the Company, 8,000,000 shares of Preferred Stock at a price per share equal to $25 per share of Preferred Stock and (ii) the Company agrees to pay the Underwriter as compensation hereunder, a commission equal to $0.50 per share of Preferred Stock.
(b) Payment for and delivery of certificates for the Preferred Stock shall be made at the offices of Xxxxx Xxxxxxxxxx LLP, 0000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000 at 10:00 A.M., New York time, on August 19, 1998 or such other time, place or date as shall be agreed upon by the Underwriter and the Company (such time and date of payment and delivery being herein called the "Closing Date"). Payment shall be made to the Company by wire transfer in federal funds at the Closing Date against delivery of certificates for the shares of Preferred Stock to the Underwriter. The certificate(s) for the shares of Preferred Stock will be made available for examination by the Underwriter not later than 12:00 Noon, New York time, on the last business day prior to the Closing Date. On the Closing Date, the Company will pay the commission payable to the Underwriter pursuant to paragraph (a) of this Section 2 by wire transfer in federal funds against receipt therefor by the Underwriter.
Sale and Delivery to Underwriter Closing. (a) On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company agrees to sell to the Underwriter and the Underwriter agrees to purchase from the Company, at the price set forth in the Pricing Agreement, $__ aggregate principal amount of the Securities.
Sale and Delivery to Underwriter Closing. (a) On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company agrees to sell to the Underwriter, and the Underwriter agrees to purchase from the Company, $250,000,000 aggregate principal amount of the Notes at a price per Note equal to 99.80472% of the principal amount thereof.
(b) Payment of the purchase price, and delivery of certificates, for the Notes shall be made at the office of Xxxxxxx Xxxxxxx & Xxxxxxxx, or at such other place as shall be agreed upon by the Underwriter and the Company, at 10:00 A.M. New York time on the third business day after the date hereof, or such other time not later than ten business days after such date as shall be agreed upon by the Underwriter and the Company (such time and date of payment and delivery being herein called "Closing Time"). Payment shall be made to the Company by wire transfer or certified or official bank check of same day funds payable to the order of the Company, against delivery to the Underwriter of certificates for the Notes to be purchased by it. Unless otherwise agreed, certificates for the Notes shall be deposited with a custodian for The Depository Trust Company ("DTC") and registered in the name of Cede & Co., as nominee for DTC.
