Closing Delivery and Payment. 2 3.1 Closing.........................................................................................2 3.2 Delivery........................................................................................2
Closing Delivery and Payment. 1 2.1 Closing.......................................................................1 2.2 Delivery......................................................................2 3. REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE COMPANY.............................2 3.1 Organization, Good Standing and Qualification.................................2 3.2 Subsidiaries..................................................................2
Closing Delivery and Payment. (a) Subject to the terms of Section 5 hereof, the closing of the sale and purchase of the Shares under this Agreement (the “Private Closing”) shall take place substantially simultaneously with the Closing pursuant to the Underwriting Agreement (the date of such closing shall be referred to herein as the “Closing Date”).
Closing Delivery and Payment. Subject to the terms of Section 5, the closing of the sale and purchase of the Shares under this Agreement (the "Closing") shall take place concurrently with, but not before, the closing of the IPO at the offices of Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxxx, Professional Corporation, 000 Xxxx Xxxx Xxxx, Xxxx Xxxx, Xxxxxxxxxx 00000. The date of the Closing is referred to as the "Closing Date." At the Closing, subject to the terms and conditions hereof, the Company will deliver to Purchaser a certificate representing the number of Shares to be purchased at the Closing against payment by or on behalf of Purchaser of the purchase price therefor by cash, wire transfer, or by such other means as shall be mutually agreeable to Purchaser and the Company.
Closing Delivery and Payment. (a) The Closing shall take place at the offices of Xxxxxxxxxx & Xxxxx, P.A. in Minneapolis, Minnesota at 10:00 A.M., Central time, as of the date first set forth above, or at such other time and place as the parties shall mutually agree. The date on which the Closing occurs is called the “Closing Date.” The Closing shall be deemed to occur and be effective as of the close of business on the Closing Date.
Closing Delivery and Payment. (a) If the conditions described in Section 6 hereof have been satisfied or waived, the initial closing of the Offering (the “Closing”) will be held at the offices of Xxxxxx & Bird LLP, One Atlantic Center, 0000 X. Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxx 00000-0000 or such other place as is agreed upon by the Placement Agent, the Company and the Issuer Trust as soon as practicable thereafter. The date on which the initial Closing is held shall be referred to herein as the “Closing Date.” The Company and Placement Agent may agree in writing to close the sale of some but not all Securities offered at the Closing, to continue the Offering as to the unsold Securities, if any, and if additional Securities are thereafter sold to conduct one or more subsequent closings (each, a “Subsequent Closing”) on one or more subsequent dates (each, a “Subsequent Closing Date”). Each Subsequent Closing and Subsequent Closing Date shall be identified by a sequential number, and will be held at the offices of Xxxxxx & Bird LLP, One Atlantic Center, 0000 X. Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxx 00000-0000, or such other places as mutually agreed upon by the Placement Agent, the Company and the Issuer Trust, upon not less than three business days’ prior notice, subject to the terms and conditions hereof, the Company’s reaffirmation of all its representations, warranties and covenants herein and the delivery of all legal and other opinions required hereunder. Not less than two full business days prior to the Closing and each Subsequent Closing, Capital Securities in definitive form and in authorized denominations shall be made available by or on behalf of the Company and the Issuer Trust to the Placement Agent and the Property Trustee for inspection, checking and delivery to The Depository Trust Company (“DTC”) or its custodian. As part of the Closing and each Subsequent Closing, the Company will pay the Placement Agent Fee and those expenses theretofore actually incurred as provided in Sections 1(d), 6 and 8. The time and date for the delivery of the certificates representing the Capital Securities sold at the Closing Date and each Subsequent Closing Date shall be sequentially numbered as a “Time of Delivery.”
Closing Delivery and Payment. The closing of the sale and purchase of the Shares under this Agreement (the "Closing") shall take place at 10:00 a.m. on December 1, 1999, at the ------- offices of Powell, Goldstein, Xxxxxx & Xxxxxx LLP, 000 Xxxxxxxxx Xxxxxx, X.X., Xxxxxxx, Xxxxxxx 00000, or at such other time or place as the Company and the Purchasers may mutually agree (such date is hereinafter referred to as the "Closing Date"). At the Closing, subject to the terms and conditions hereof, the ------------ Company will deliver to the Purchasers certificates representing the number of Shares to be purchased at the Closing by each Purchaser, against payment of the purchase price therefor by certified check or wire transfer of immediately available funds.
Closing Delivery and Payment. The closing of the sale and purchase of the Shares under this Agreement (the “Closing”) will take place on the Effective Date, or at such other time as the parties may otherwise agree. The payment of the Purchase Price shall be made by Purchaser no later than 4:00 PM on the Effective Date by check or wire transfer of immediately available funds to such account as may be designated by the Company. Upon receipt of the Purchase Price, Seller will issue a certificate evidencing the Shares to the Purchaser. At Closing, the Company will cause to be executed and delivered to the Purchaser a fully executed secretary’s certificate and written consent of directors evidencing the Company’s approval of this Agreement.
Closing Delivery and Payment. 2 Section 2.1 Closing....................................................... 2 Section 2.2 Delivery...................................................... 2
Closing Delivery and Payment. The closing of the sale and purchase of the Shares under this Agreement (the “Closing”) will take place simultaneously with the execution of this Agreement or at such other time as the parties may otherwise agree. At the Closing, the Purchaser will pay the entire Purchase Price for all of the Shares by wire transfer of immediately available funds to such account as may be designated by the Company. Notwithstanding the foregoing, the Company will not issue or otherwise put in the Purchaser’s name any Shares until the satisfaction of each of the following conditions (the “Share Delivery Conditions”): (a) no Shares shall be delivered prior to the date that is six (6) months from the date hereof; (b) the Purchaser shall have delivered to the Company written notice specifying the number of Shares to be delivered (a “Share Delivery Notice”); and (c) such delivery of Shares will not result in the Purchaser owning Common Stock in excess of the Maximum Percentage (as defined below). Upon satisfaction of the Share Delivery Conditions, the Company will deliver the number of Shares specified in the applicable Share Delivery Notice within three (3) days of the Purchaser’s delivery of the applicable Share Delivery Notice. Upon execution of this Agreement, the Company will cause to be executed and delivered to the Purchaser a fully executed secretary’s certificate substantially in the form attached hereto as Exhibit A evidencing the Company’s approval of this Agreement.
