Settlement of Notes. Subject to the terms and conditions set forth herein, including satisfaction of the New Financing Condition, the Company expects to accept for purchase on the applicable Acceptance Date the Notes that are validly tendered and, if applicable, not validly withdrawn at or prior to the Any and All Expiration Time, Early Tender Time and/or Maximum Tender Expiration Time, as the case may be. For the avoidance of doubt, Holders may withdraw validly tendered Maximum Tender Offer Notes at or before the Early Tender Time but not thereafter, unless required by applicable law. With respect to the Any and All Notes accepted for purchase on the applicable Acceptance Date and delivered at or prior to the Any and All Expiration Time, the Holders thereof will receive payment of the Any and All Purchase Price Consideration for such accepted Any and All Notes on the Any and All Settlement Date, which date will be the date on or promptly after the applicable Acceptance Date on which the Company deposits with DTC the Any and All Purchase Price Consideration for such Any and All Notes, together with an amount equal to Accrued Interest thereon. With respect to accepted Any and All Notes delivered pursuant to the Guaranteed Delivery Procedures, the Holders thereof will receive payment of the Any and All Purchase Price Consideration for such Any and All Notes on the business day after the Guaranteed Delivery Date, together with an amount equal to Accrued Interest thereon (the “Guaranteed Delivery Settlement Date”). With respect to Maximum Tender Offer Notes validly tendered and not validly withdrawn and accepted for purchase by the Company at or prior to the Early Tender Time, the Holders thereof will receive payment of the Maximum Tender Total Consideration for such accepted Maximum Tender Offer Notes on the Early Tender Settlement Date, which the Company expects to be the second business day after the Early Tender Time, on which the Company deposits with DTC the Maximum Tender Total Consideration for such Maximum Tender Offer Notes, together with an amount equal to Accrued Interest thereon. With respect to Maximum Tender Offer Notes validly tendered and accepted for purchase by the Company after the Early Tender Time and at or prior to the Maximum Tender Expiration Time, the Holders thereof will receive payment of the Late Maximum Tender Offer Consideration for such accepted Notes on the Maximum Tender Settlement Date, which the Company expects to be the second business day afte...
Settlement of Notes. 4.1 Time and place
Settlement of Notes. Provided that Borrower pays to the Company the sum of $1,500,000.00 in cash (the “Settlement Payment”) on or before the 90th day from the date of this Agreement (the “Settlement Date”), the Company agrees that, upon receipt of the Settlement Payment, each of the Notes shall be terminated and Borrower shall be released from all obligations and liabilities thereunder. In furtherance thereof, upon receipt of the Settlement Payment, the Company shall deliver to Borrower original copies of the Notes for cancellation by Borrower. Notwithstanding the foregoing, nothing herein shall prohibit the Company from exercising its conversion rights under the Notes prior to the Settlement Date and the amount of the Settlement Payment shall not be adjusted due to any conversions by the Company prior to its receipt of the Settlement Payment.
Settlement of Notes. Unless otherwise specified in the applicable Placement Notice, settlement for sales of Placement Notes shall occur on the second (2nd) Trading Day (or such earlier day as is industry practice for regular-way trading) following the date on which such sales are made (each, a “Settlement Date”). The Agent shall notify the Company of each sale of Placement Notes on the date of such sale. The amount of proceeds to be delivered to the Company on a Settlement Date against receipt of the Placement Notes sold (the “Net Proceeds”) will be equal to the aggregate sales price received by the Agent, after deduction for (i) the Agent’s commission, discount or other compensation for such sales payable by the Company pursuant to Section 3(h), and (ii) any transaction fees imposed by the Commission or any other governmental or self-regulatory organization in respect of such sales. At each Applicable Time, on each Settlement Date, and at each Representation Date, the Company shall be deemed to have affirmed each representation, warranty, covenant and other agreement contained in this Agreement. Any obligation of the Agent to use its commercially reasonable efforts to sell the Placement Notes on behalf of the Company as sales agent shall be subject to the continuing accuracy of the representations and warranties of the Company herein, to the performance by the Company of its obligations hereunder and to the continuing satisfaction of the additional conditions specified in Section 6 of this Agreement.
