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, at the price per share set forth in the Pricing Agreement, the Securities.
(b) Payment of the purchase price and delivery of certificates for the Securities shall be made at the offices of Morrxxxx & Xoerxxxx XXX, 755 Xxxx Xxxx Xxxx, Xxxx Xxxx, XX 00000-0000, xx 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 execution of the Pricing 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 Time"). Payment shall be made to the Company by wire transfer payable in same day funds, to the order of the Company. Payment shall be against delivery to the Underwriter for the account of the Underwriter of certificates for the Securities to be purchased. Certificates for the Securities shall be in such denominations and registered in such names as the Underwriter may request in writing at least one full business day before the Closing Time. The certificates for the Securities will be made available for examination and packaging by the Underwriter not later than 10:00 A.M. on the last business day prior to Closing Time.
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 Offerors agree to sell to each Underwriter, and each Underwriter severally and not jointly agrees to purchase from the Offerors, at the price per security set forth in the Pricing Agreement, the number of Initial Securities set forth in Schedule A hereto opposite the name of such Underwriter, plus any additional number of Initial Securities that such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.
(1) If the Offerors have elected not to rely upon Rule 430A of the 1933 Act Regulations, the initial public offering prices per Security and the purchase prices per Security to be paid by the several Underwriters for the Securities have each been determined and set forth in the Pricing Agreement, dated the date hereof, and any necessary amendments to the Registration Statement and the Prospectus will be filed before the Registration Statement becomes effective.
(2) If the Offerors have elected to rely upon Rule 430A of the 1933 Act Regulations, the purchase prices per Security to be paid by the several Underwriters shall be an amount equal to the respective initial public offering prices per Security, less an amount per such Security to be determined by agreement between the Underwriters and the Offerors. The initial public offering prices per Security shall be a fixed price for Income PRIDES, Growth PRIDES and Separate Preferred Securities, respectively, to be determined by agreement between the Underwriters and the Offerors. The initial public offering prices and the purchase prices, 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 all parties thereto by the close of business on the fourteenth 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 Offerors and the Underwriters.
(b) In addition, on the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Offerors hereby grant options to the Underwriters, severally and not jointly, to purchase at their election (x) up to 3,600,000 Option Income PRIDES, (y) up to 300,000 Option Growth PRIDES and (z) up to 300,000 ...
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.
(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 North Central Avenue, P.O. Box 2209, Phoenix, Arizona, 85002-0000 xx xx xxxx xxxxx xxxxx xx xhall be agreed upon by the Underwriter and the Company, at 10:00 a.m., New York City time, on _____, 199__, 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 the "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 one business day before the Closing Time. The certificates for the Securities will be made available for examination and packaging by the Underwriter not later than 10:00 a.m., New York City time, on the last business day prior to the Closing Time at the offices of the Trustee.
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 99.525% of the principal amount thereof, $125,000,000 aggregate principal amount of Securities.
(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 xxxxx xx xxxxx xx xxxxxx xxxx xx xxx Xxxxxxxxxxx and the Company, at 6:00 a.m., California time, on November 19, 1996, 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 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 of the Securities to the Underwriter. Certificates for the Securities shall be in such denominations and registered in such names as the Underwriter may request in writing at least one full business day before Closing Time. The certificates for the Securities will be made available for examination and packaging by the Underwriter 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. 9
(a) Sale of Firm Shares 9 (b) Option Shares 9 (c) Payment of Purchase Price 10 (d) Denominations; Delivery of Shares 10
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 you, and you agree to purchase from the Company, at a purchase price of $33.32 per share, 4,500,000 shares of Common Stock.
(b) Payment of the purchase price for, and delivery of certificates for, the Securities shall be made at the office of Xxxxxxxx & Xxxxxxxx LLP, 0000 Xxxxxxx Xxxx Xxxx, Xxxxx 0000, Xxx Xxxxxxx, Xxxxxxxxxx 00000-0000 or at such other place as shall be agreed upon by you and the Company, at 7:00 a.m., California time, on April 2, 2008, or such other time not later than ten business days after such date as shall be agreed upon by you 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 to a bank account designated by the Company against delivery to you of certificates for the Securities to be purchased by you. Certificates for the Securities shall be in such denominations and registered in such names as you may request in writing at least one business day before Closing Time. The certificates for the Securities will be made available for examination and packaging by you not later than 10:00 a.m. on the last business day prior to Closing Time, in New York, New York.
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, 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. Subject to the ----------------------------------------- terms and conditions and in reliance upon the representations and warranties herein set forth, the Company agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Company, at the purchase price set forth in Schedule I hereto, the principal amount of the Notes set forth opposite such Underwriter's name in Schedule II hereto. Delivery of and payment for the Notes shall be made on the date and at the time specified in Schedule I hereto, or at such time on such later date not more than three Business Days after the foregoing date as the Underwriters shall designate, which date and time may be postponed by agreement between the Underwriters and the Company or as provided in Section 10 hereof (such date and time of delivery and payment for the Notes being herein called the "Closing Date"). Delivery of the Notes shall be made to the Underwriters against payment by the Underwriters of the purchase price thereof to or upon the order of the Company by wire transfer payable in same-day funds to an account specified by the Company. Delivery of the Notes shall be made through the facilities of The Depository Trust Company unless the Underwriters shall otherwise instruct.