Secondary Closing. (a) If pursuant to Section 5 and 14 of this Agreement, Seller has elected to propose to Buyer any substitute properties (and applicable Substitute Property Documents) in lieu of any Properties excluded by Buyer from the assets to be purchased by Buyer hereunder, and Buyer has not received all Substitute Property Documents for all such substitute properties within twenty (20) days prior to the Closing Date, then Buyer may elect, in its sole discretion, to proceed with a Secondary Closing (as defined below) regarding any such substitute properties (each, a “Secondary Substitute Property”, and collectively the “Secondary Substitute Properties”) as of the Secondary Closing Date (as defined below) by delivering to Seller a written notice on or before the Closing Date; provided, however, that the occurrence of the initial Closing is a condition precedent to the occurrence of the Secondary Closing. As used herein, “
Secondary Closing. The closing of the purchase and sale of the Secondary ----------------- Closing Shares and the B Warrant (the "Secondary Closing") shall take place at ----------------- the offices of Mechanical Technology Incorporated in Latham, New York or by transmission by facsimile and overnight courier on a date on or prior to January 31, 2000 selected by the Purchaser (the "Secondary Closing Date"). At the ---------------------- Secondary Closing,
Secondary Closing. Unless this Agreement is earlier terminated in accordance with Article VII, the second and final closing of the Transactions (the “Secondary Closing”) shall take place on the second (2nd) Business Day following satisfaction or waiver (to the extent permitted by applicable law) of each of the conditions set forth in Article VI (other than those conditions that by their nature are to be satisfied at the Secondary Closing, but subject to the fulfillment or waiver of those conditions), or such other date as agreed by the Parties. The date on which the Secondary Closing actually occurs is hereinafter referred to as the “Secondary Closing Date”.
Secondary Closing. The closing of the Secondary Note Purchase shall be made at the offices of Milbank, Tweed, Xxxxxx & XxXxxx LLP at 0 Xxxxx Xxxxxxxxx Xxxxx, Xxx Xxxx, XX 00000, commencing at 10:00 A.M. local time on the Secondary Closing Date by wire transfer of immediately available U.S. funds payable to the order of the Issuer against delivery of the Notes in the aggregate amount of the Secondary Note Purchase (the “Secondary Closing”).”
Secondary Closing. Upon the terms and subject to the conditions described in this Agreement, the Secondary Purchase Price shall be paid in six (6) quarterly payments of Twenty Five Thousand Dollars ($25,000) each (each a “Secondary Investment Payment”). The first Secondary Investment Payment shall be made prior to or at the end of Purchaser’s next fiscal quarter after the fiscal quarter during which the Initial Closing occurred. The remaining five Secondary Investment Payments shall be made in five subsequent quarterly payments prior to or at the end of each subsequent fiscal quarter, with the final Secondary Investment Payment being made prior to or at the end of Purchaser’s sixth fiscal quarter after the fiscal quarter during which the Initial Closing occurred. Purchaser shall make each Secondary Investment Payment by wire transfer of immediately available funds to such bank account as the Company may designate in writing. The Company shall deliver to Purchaser a stock certificate representing the Secondary Shares against delivery of the initial Secondary Investment Payment (the “Secondary Closing”).
Secondary Closing. Purchaser agrees that, subject to the satisfaction of the conditions precedent set forth in section 4D, Purchaser will, on the Secondary Closing Date,
Secondary Closing. The execution (where applicable) and delivery of the writings referred to in this section and consummation of the transactions contemplated by subsection 2A.02 and subsection 2B.02 (such execution, delivery, and consummation, collectively, the "SECONDARY CLOSING") shall occur at the offices of Purchaser, One Oxmoor Place, 101 Xxxxxxx Xxxx, Xxxxx 000, Xxxxxxxxxx, Xxxxxxxx 00000, xx January 2, 1998 (or if all consents and approvals described in SCHEDULE 5A.05 and SCHEDULE 5C.02 shall not have been obtained, or if all applicable waiting periods shall not have lapsed, such later date upon which all such consents and approvals shall have been obtained and all such waiting periods shall have
Secondary Closing. In the event that the Initial Closing is consummated, the Company may hold the Secondary Closing for the purpose of raising the Secondary Proceeds. The aggregate number of shares of Preferred Stock that may be sold at the Secondary Closing shall be up to 2,726,550 shares. On the Secondary Closing Date, if applicable, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the Secondary Investors, the Company agrees to sell, and the Secondary Investors agree, severally and not jointly, to purchase for an aggregate purchase price of up to $1,500,000: (i) shares of Preferred Stock with an aggregate Stated Value equal to such Purchaser's Subscription Amount and (ii) Warrants as determined pursuant to Section 2.2(a). Each of the Secondary Investors, as applicable, shall deliver to the Company, via wire transfer or a certified check, immediately available funds equal to its Subscription Amount and the Company shall deliver to each such Secondary Investor, as applicable, shares of Preferred Stock and Warrants as determined pursuant to Section 2.2(a), and the Company, on the one hand, and the Secondary Investors, as applicable, on the other hand, shall deliver the other items set forth in Section 2.2 deliverable at the Secondary Closing. Upon satisfaction of the covenants and conditions set forth in Sections 2.2 and 2.3, the Secondary Closing shall occur at the offices of the Company Counsel or such other location as the parties shall mutually agree.
Secondary Closing. 14 3.03 Consideration ......................................................14 3.04
Secondary Closing. The closing of the transactions contemplated by a Supplemental Purchase and Sale Agreement (the "SECONDARY CLOSING") shall occur on the business day next following the day on which the last of the conditions to the obligations of the parties contained in such Supplemental Purchase and Sale Agreement is fulfilled or waived or such other date as agreed to by the parties hereto (the "SECONDARY CLOSING DATE"). The parties intend that the transactions contemplated by each Supplemental Purchase and Sale Agreement will be consummated on the Primary Closing Date effective at 11:59 p.m. local time in the country in which the Assets are transferred. To the extent that one or more of the conditions precedent contained in one or more Supplemental Purchase and Sale Agreements have not been fulfilled or waived by the Primary Closing Date, then the Secondary Closing under any such Supplemental Purchase and Sale Agreement shall be deferred until the appropriate Secondary Closing Date.
