Delivery and Payment Clause Example with 14 Variations from Business Contracts
This page contains Delivery and Payment clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Delivery and Payment. (a) Closing. Delivery of the Firm Shares shall be made to the Representatives through the facilities of the Depository Trust Company ("DTC") for the respective accounts of the Underwriters against payment of the Purchase Price by wire transfer of immediately available funds to the Company. Such payment shall be made at 10:00 a.m., New York City time, on the second business day (the third business day, should the offering be priced after 4:00 p.m., Eastern Time) after the date on which the first ...bona fide offering of the Firm Shares to the public is made by the Underwriters or at such time on such other date, not later than ten business days after such date, as may be agreed upon by the Company and the Representatives (such date is hereinafter referred to as the "Closing Date"). (b) Option Closing. To the extent the Option is exercised, delivery of the Option Shares against payment by the Representatives (in the manner and at the location specified above) shall take place at the time and date (which may be the Closing Date, but not earlier than the Closing Date) specified in the Option Shares Notice. (c) Electronic Transfer. Electronic transfer of Shares shall be made at the time of purchase in such names and in such denominations as the Representatives shall specify. (d) Tax Stamps. The cost of original issue tax stamps, if any, in connection with the issuance and delivery of the Shares by the Company to the respective Underwriters shall be borne by the Company. The Company shall pay and hold each Underwriter and any subsequent holder of the Shares harmless from any and all liabilities with respect to or resulting from any failure or delay in paying Federal and state stamp and other transfer taxes, if any, which may be payable or determined to be payable in connection with the original issuance or sale to such Underwriter of the Shares.View More
Variations of a "Delivery and Payment" Clause from Business Contracts
Delivery and Payment. (a) Closing. Delivery of the Firm Shares shall be made to the Representatives through the facilities of the Depository Trust Company ("DTC") or as instructed by Needham for the respective accounts of the several Underwriters in a form reasonably acceptable to Needham against payment by the Underwriters of the Purchase Price purchase price by wire transfer of immediately available payable in same-day funds to the Company. Such payment shall be made order of the Company at the office of Needham & ...Company, LLC, 250 Park Avenue, New York, New York 10177, at 10:00 a.m., New York City time, on the second (or, if the purchase price set forth in Section 1(a) hereof is determined after 4:30 p.m., New York City time, the third) business day (the third business day, should the offering be priced after 4:00 p.m., Eastern Time) after the date on which the first bona fide offering of the Firm Shares to the public is made by the Underwriters this Agreement, or at such time on such other date, not later than ten four business days after such date, the date of this Agreement, as may be agreed upon by the Company and the Representatives Needham (such date is hereinafter referred to as the "Closing Date"). (b) Option Closing. To the extent the Option is exercised, delivery of the Option Shares against payment by the Representatives Underwriters (in the manner and specified above) will take place at the location offices specified above) shall take place above for the Closing Date at the time and date (which may be the Closing Date, but not earlier than the Closing Date) specified in the applicable Option Shares Notice. (c) Electronic Transfer. Electronic transfer of The Shares shall be made at the time of purchase in definitive form and shall be registered in such names and in such denominations as Needham shall request at least two business days prior to the Representatives Closing Date or the applicable Option Closing Date, as the case may be, by written notice to the Company and shall specify. (d) Tax Stamps. be delivered by or on behalf of the Company as instructed by Needham through the facilities of The Depository Trust Company ("DTC"). The Company agrees to make certificates, if any, representing the Shares or evidence of their issuance available for inspection at least 24 hours prior to the Closing Date or the applicable Option Closing Date, as the case may be. If Needham so elects, delivery of the Shares may be made by credit through full FAST transfer to the accounts at DTC designated by Needham. The cost of original issue tax stamps, stamps and other transfer taxes, if any, in connection with the issuance and delivery of the Firm Shares and Option Shares by the Company to the respective Underwriters shall be borne by the Company. The Company shall will pay and hold save each Underwriter and any subsequent holder of the Shares harmless from any and all liabilities with respect to or resulting from any failure or delay in paying Federal federal and state stamp and other transfer taxes, if any, which may be payable or determined to be payable in connection with the original issuance or sale to such Underwriter of the Shares. View More
Delivery and Payment. (a) Closing. Delivery of the Firm Shares shall be made to or as instructed by the Representatives through the facilities of the Depository Trust Company ("DTC") for the respective accounts of the several Underwriters in a form reasonably acceptable to the Representatives against payment by the Underwriters of the Purchase Price purchase price by wire transfer of immediately available payable in same-day funds to the Company. Such payment shall be made order of the Company at the office of Needha...m & Company, LLC, 250 Park Avenue, 10th Floor, New York, New York 10177, at 10:00 a.m., New York City time, on the second (or, if the purchase price set forth in Section 1(a) hereof is determined after 4:30 p.m., New York City time, the third) business day (the third business day, should the offering be priced after 4:00 p.m., Eastern Time) after the date on which the first bona fide offering of the Firm Shares to the public is made by the Underwriters this Agreement, or at such time on such other date, not later than ten seven business days after such date, the date of this Agreement, as may be agreed upon by the Company and the Representatives (such date is hereinafter referred to as the "Closing Date"). (b) Option Closing. To the extent the Option is exercised, delivery of the Option Shares against payment by the Representatives (in Underwriters by wire transfer payable in same-day funds to the manner and order of the Selling Stockholder will take place at the location offices specified above) shall take place above for the Closing Date at the time and date (which may be the Closing Date, but not earlier than the Closing Date) specified in the applicable Option Shares Notice. (c) Electronic Transfer. Electronic transfer of The Shares shall be made at the time of purchase in definitive form and shall be registered in such names and in such denominations as the Representatives shall specify. (d) Tax Stamps. request at least two business days prior to the Closing Date or the applicable Option Closing Date, as the case may be, by written notice to the Company, and shall be delivered by or on behalf of the Company as instructed by the Representatives through the facilities of The Depository Trust Company ("DTC"). The Company agrees to make certificates, if any, representing the Shares or evidence of their issuance available for inspection at least 24 hours prior to the Closing Date or the applicable Option Closing Date, as the case may be. If the Representatives so elect, delivery of the Shares may be made by credit through full FAST transfer to the accounts at DTC designated by the Representatives. The cost of original issue tax stamps, stamps and other transfer taxes, if any, in connection with the issuance and delivery of the Firm Shares and Option Shares by the Company to the respective Underwriters shall be borne by the Company. The Company shall will pay and hold save each Underwriter and any subsequent holder of the Shares harmless from any and all liabilities with respect to or resulting from any failure or delay in paying Federal federal and state stamp and other transfer taxes, if any, which may be payable or determined to be payable in connection with the original issuance or sale to such Underwriter of the Shares. View More
Delivery and Payment. (a) Closing. Delivery of electronic book entries made for the Firm Shares shall be made to or as instructed by the Representatives through the facilities of the Depository Trust Company ("DTC") for the respective accounts of the several Underwriters in a form reasonably acceptable to the Representatives against payment by the Underwriters of the Purchase Price purchase price by wire transfer of immediately available payable in same-day funds to the Company. Such payment shall be made order of th...e Company at the office of Shearman & Sterling LLP, 599 Lexington Avenue, New York, New York 10022, at 10:00 a.m., New York City time, on the second (or, if the purchase price set forth in Section 1(a) hereof is determined after 4:30 p.m., New York City time, the third) business day (the third business day, should the offering be priced after 4:00 p.m., Eastern Time) after the date on which the first bona fide offering of the Firm Shares to the public is made by the Underwriters this Agreement, or at such time on such other date, not later than ten seven business days after such date, the date of this Agreement, as may be agreed upon by the Company and the Representatives (such date is hereinafter referred to as the "Closing Date"). (b) Option Closing. To the extent the Option is exercised, delivery of electronic book entries made for the Option Shares against payment by the Representatives Underwriters (in the manner and specified above) will take place at the location offices specified above) shall take place above for the Closing Date at the time and date (which may be the Closing Date, but not earlier than the Closing Date) specified in the applicable Option Shares Notice. (c) Electronic Transfer. Electronic transfer of The Shares shall be made at the time of purchase in definitive form and shall be registered in such names and in such denominations as the Representatives shall specify. (d) Tax Stamps. request at least two business days prior to the Closing Date or the applicable Option Closing Date, as the case may be, by written notice to the Company, and shall be delivered by or on behalf of the Company as instructed by the Representatives through the facilities of The Depository Trust Company ("DTC"). The Company agrees to cause the book entries representing the Shares to be made available for checking or evidence of their issuance available for inspection at least 24 hours prior to the Closing Date or the applicable Option Closing Date, as the case may be. If the Representatives so elect, delivery of the Shares may be made by credit through full FAST transfer to the accounts at DTC designated by the Representatives. 2 The cost of original issue tax stamps, stamps and other transfer taxes, if any, in connection with the issuance and delivery of the Firm Shares and the Option Shares by the Company to the respective Underwriters shall be borne by the Company. The Company shall will pay and hold save each Underwriter and any subsequent holder of the Shares harmless from any and all liabilities with respect to or resulting from any failure or delay in paying Federal federal and state stamp and other transfer taxes, if any, which may be payable or determined to be payable in connection with the original issuance or sale to such Underwriter of the Shares. View More
Delivery and Payment. (a) Closing. Delivery of the Firm Shares shall be made to or as instructed by the Representatives through the facilities of the Depository Trust Company ("DTC") for the respective accounts of the several Underwriters in a form reasonably acceptable to the Representatives against payment by the Underwriters of the Purchase Price purchase price by wire transfer of immediately available payable in same-day funds to the Company. Such payment shall be made order of the Company at the office of Needha...m & Company, LLC, 250 Park Avenue, 10th Floor, New York, New York 10177, at 10:00 a.m., New York City time, on the second (or, if the purchase price set forth in Section 1(a) hereof is determined after 4:30 p.m., New York City time, the third) business day (the third business day, should the offering be priced after 4:00 p.m., Eastern Time) after the date on which the first bona fide offering of the Firm Shares to the public is made by the Underwriters this Agreement, or at such time on such other date, not later than ten seven business days after such date, the date of this Agreement, as may be agreed upon by the Company and the Representatives (such date is hereinafter referred to as the "Closing Date"). (b) Option Closing. To the extent the Option is exercised, delivery of the Option Shares against payment by the Representatives Underwriters (in the manner and specified above) will take place at the location offices specified above) shall take place above for the Closing Date at the time and date (which may be the Closing Date, but not earlier than the Closing Date) specified in the applicable Option Shares Notice. (c) Electronic Transfer. Electronic transfer of The Shares shall be made at the time of purchase in definitive form and shall be registered in such names and in such denominations as the Representatives shall specify. (d) Tax Stamps. request at least two business days prior to the Closing Date or the applicable Option Closing Date, as the case may be, by written notice to the Company, and shall be delivered by or on behalf of the Company as instructed by the Representatives through the facilities of The Depository Trust Company ("DTC"). The Company agrees to make certificates, if any, representing the Shares or evidence of their issuance available for inspection at least 24 hours prior to the Closing Date or the applicable Option Closing Date, as the case may be. If the Representatives so elect, delivery of the Shares may be made by credit through full FAST transfer to the accounts at DTC designated by the Representatives. The cost of original issue tax stamps, stamps and other transfer taxes, if any, in connection with the issuance and delivery of the Firm Shares and Option Shares by the Company to the respective Underwriters shall be borne by the Company. The Company shall will pay and hold save each Underwriter and any subsequent holder of the Shares harmless from any and all liabilities with respect to or resulting from any failure or delay in paying Federal federal and state stamp and other transfer taxes, if any, which may be payable or determined to be payable in connection with the original issuance or sale to such Underwriter of the Shares. View More
Delivery and Payment. (a) Closing. Delivery of the Firm Shares shall be made to or as instructed by the Representatives through the facilities of the Depository Trust Company ("DTC") Representative for the respective accounts of the several Underwriters in a form reasonably acceptable to the Representative against payment by the Underwriters of the Purchase Price purchase price by wire transfer of immediately available payable in same-day funds to the Company. Such payment shall be made order of the Company at the of...fice of Needham & Company, LLC, 250 Park Avenue, New York, New York 10177, at 10:00 a.m., New York City time, on the second (or, if the purchase price set forth in Section 1(a) hereof is determined after 4:30 p.m., New York City time, the third) business day (the third business day, should the offering be priced after 4:00 p.m., Eastern Time) after the date on which the first bona fide offering of the Firm Shares to the public is made by the Underwriters this Agreement, or at such time on such other date, not later than ten seven business days after such date, the date of this Agreement, as may be agreed upon by the Company and the Representatives Representative (such date is hereinafter referred to as the "Closing Date"). (b) Option Closing. To the extent the Option is exercised, delivery of the Option Shares against payment by the Representatives Underwriters (in the manner and specified above) will take place at the location offices specified above) shall take place above for the Closing Date at the time and date (which may be the Closing Date, but not earlier than the Closing Date) specified in the applicable Option Shares Notice. (c) Electronic Transfer. Electronic transfer of The Shares shall be made at the time of purchase in definitive form and shall be registered in such names and in such denominations as the Representatives Representative shall specify. (d) Tax Stamps. request at least two business days prior to the Closing Date or the applicable Option Closing Date, as the case may be, by written notice to the Company and shall be delivered by or on behalf of the Company as instructed by the Representative through the facilities of The Depository Trust Company ("DTC"). The Company agrees to make certificates, if any, representing the Shares or evidence of their issuance available for inspection at least 24 hours prior to the Closing Date or the applicable Option Closing Date, as the case may be. If the Representative so elects, delivery of the Shares may be made by credit through full FAST transfer to the accounts at DTC designated by the Representative. The cost of original issue tax stamps, stamps and other transfer taxes, if any, in connection with the issuance and delivery of the Firm Shares and Option Shares by the Company to the respective Underwriters shall be borne by the Company. The Company shall will pay and hold save each Underwriter and any subsequent holder of the Shares harmless from any and all liabilities with respect to or resulting from any failure or delay in paying Federal federal and state stamp and other transfer taxes, if any, which may be payable or determined to be payable in connection with the original issuance or sale to such Underwriter of the Shares. View More
Delivery and Payment. (a) Closing. Delivery of the Firm Shares shall be made to the Representatives through the facilities of the Depository Trust Company ("DTC") for the respective accounts of the Underwriters against payment of the Purchase Price purchase price by wire transfer of immediately available funds to the Company. order of the Company at the offices of Cahill Gordon & Reindel LLP, 80 Pine Street, New York, New York 10005 (or such other place as may be agreed upon among the Representatives and the Company).... Such payment shall be made at 10:00 a.m., New York City time, on the second business day (the third business day, should the offering be priced after 4:00 p.m., Eastern Time) after the date on which the first bona fide offering of the Firm Shares to the public is made by the Underwriters January 22, 2018 or at such time on such other date, not later than ten business days after such date, date as may be agreed upon by the Company and the Representatives (such time and date is hereinafter referred to as the "Closing Date"). (b) Option Closing. To the extent the Option is exercised, delivery of the Option Shares against payment by the Representatives (in the manner and at the location specified above) shall take place at the time and date (which may be the Closing Date, but not earlier than the Closing Date) specified in the Option Shares Notice. (c) Electronic Transfer. Electronic transfer of Shares shall be made at the time of purchase in such names and in such denominations as the Representatives shall specify. (d) Tax Stamps. Time"). The cost of original issue tax stamps, if any, in connection with the issuance and delivery of the Shares by the Company to the respective Underwriters shall be borne by the Company. The Company shall pay and hold each Underwriter and any subsequent holder of the Shares harmless from any and all liabilities with respect to or resulting from any failure or delay in paying Federal and state stamp and other transfer taxes, if any, which may be payable or determined to be payable in connection with the original issuance or sale to such Underwriter of the Shares. (b) Option Closing. Delivery of the Option Shares against payment by the Representatives (in the manner and at the location specified above) shall take place at the time and date (which may be the Closing Time) specified in the Option Shares Notice. View More
Delivery and Payment. (a) Closing. (a)Closing. Delivery of the Firm Shares Securities shall be made to the Representatives Representative through the facilities of the Depository Trust Company ("DTC") for the respective accounts of the Underwriters against payment of the Purchase Price by wire transfer of immediately available funds to the order of the Company. Such payment shall be made at 10:00 a.m., New York City time, on the second business day (the third business day, should the offering Offering be priced after... 4:00 p.m., Eastern New York City Time) after the date on which the first bona fide offering of the Firm Shares to the public is made by the Underwriters this Agreement or at such time on such other date, not later than ten business days after such date, as may be agreed upon by the Company and the Representatives Representative (such date is hereinafter referred to as the "Closing Date"). (b) Option Notwithstanding the foregoing, in the case of a Warrant for which an Exercise Notice (as 4878-6125-6192.1 defined therein) is delivered on or prior to 12:00 p.m. (New York City time) on the Closing Date, which such Exercise Notice may be delivered at any time after the time of execution of this Agreement, the Company agrees to deliver the Warrant Shares subject to such notice(s) by 4:00 p.m. (New York City time) on the Closing Date. (b)Option Closing. To the extent the Option is exercised, delivery of the Option Shares Securities against payment by the Representatives Underwriters (in the manner and at the location specified above) shall take place at the time and date (which may be the Closing Date, but not earlier than the Closing Date) specified in the Option Shares Notice. (c) Electronic (c)Electronic Transfer. Electronic transfer of Shares the Offered Securities shall be made at the time of purchase in such names and in such denominations as the Representatives Representative shall specify. (d) Tax (d)Tax Stamps. The cost of original issue tax stamps, if any, in connection with the issuance and delivery of the Shares Securities by the Company to the respective Underwriters shall be borne by the Company. The Company shall pay and hold each Underwriter and any subsequent holder of the Shares Securities harmless from any and all liabilities with respect to or resulting from any failure or delay in paying Federal United States federal and state and foreign stamp and other transfer taxes, if any, which may be payable or determined to be payable in connection with the original issuance or issuance, sale and delivery to such Underwriter of the Shares. Securities. View More
Delivery and Payment. (a) Closing. Delivery of the Shares, Pre-Funded Warrants and Warrants contained in the Firm Shares Securities shall be made to the Representatives Representative through the facilities of the Depository Trust Company ("DTC") for the respective accounts of the Underwriters against payment of the Purchase Price by wire transfer of immediately available funds to the order of the Company. Such payment shall be made at 10:00 a.m., New York City time, on the second business day (the third business day..., should the offering Offering be priced after 4:00 p.m., Eastern New York City Time) after the date on which the first bona fide offering of the Firm Shares to the public is made by the Underwriters this Agreement or at such time on such other date, not later than ten business days after such date, as may be agreed upon by the Company and the Representatives Representative (such date is hereinafter referred to as the "Closing Date"). Notwithstanding the foregoing, in the case of a Pre-Funded Warrant or Warrant for which an Exercise Notice (as defined therein) is delivered on or prior to 12:00 p.m. (New York City time) on the Closing Date, which such Exercise Notice may be delivered at any time after the time of execution of this Agreement, the Company agrees to deliver the Pre-Funded Warrant Shares or Warrant Shares subject to such notice(s) by 4:00 p.m. (New York City time) on the Closing Date. 2 (b) Option Closing. To the extent the Option is exercised, delivery of the Option Shares Securities against payment by the Representatives Underwriters (in the manner and at the location specified above) shall take place at the time and date (which may be the Closing Date, but not earlier than the Closing Date) specified in the Option Shares Notice. (c) Electronic Transfer. Electronic transfer of Shares the Offered Securities shall be made at the time of purchase in such names and in such denominations as the Representatives Representative shall specify. (d) Tax Stamps. The cost of original issue tax stamps, if any, in connection with the issuance and delivery of the Shares Offered Securities by the Company to the respective Underwriters shall be borne by the Company. The Company shall pay and hold each Underwriter and any subsequent holder of the Shares Offered Securities harmless from any and all liabilities with respect to or resulting from any failure or delay in paying Federal United States federal and state and foreign stamp and other transfer taxes, if any, which may be payable or determined to be payable in connection with the original issuance or issuance, sale and delivery to such Underwriter of the Shares. Offered Securities. View More
Delivery and Payment. (a) Closing. Delivery of the Firm Shares shall be made to the Representatives through the facilities of the Depository Trust Company ("DTC") for the respective accounts of the Underwriters against payment of the Purchase Price by wire transfer of immediately available funds to the Company. Such payment shall be made at 10:00 a.m., New York City time, on the second business day (the third business day, should the offering be priced after 4:00 p.m., Eastern Time) New York City time) after the date... on which the first bona fide offering of the Firm Shares to the public is made by the Underwriters or at such time on such other date, not later than ten business days after such date, as may be agreed upon by the Company and the Representatives (such date is hereinafter referred to as the "Closing Date"). (b) Option Closing. To the extent the Option is exercised, delivery of the Option Shares against payment by the Representatives (in the manner and at the location specified above) shall take place at the time and date (which may be the Closing Date, but not earlier than the Closing Date) specified in the Option Shares Notice. (c) Electronic Transfer. Electronic transfer of Shares shall be made at the time of purchase in such names and in such denominations as the Representatives shall specify. (d) Tax Stamps. The cost of original issue tax stamps, if any, in connection with the issuance and delivery of the Shares by the Company to the respective Underwriters shall be borne by the Company. The Company shall pay and hold each Underwriter and any subsequent holder of the Shares harmless from any and all liabilities with respect to or resulting from any failure or delay in paying Federal and state stamp and other transfer taxes, if any, which may be payable or determined to be payable in connection with the original issuance or sale to such Underwriter of the Shares.View More
Delivery and Payment. (a) Closing. (a)Closing. Delivery of the Firm Shares Securities shall be made to the Representatives Representative through the facilities of the Depository Trust Company ("DTC") for the respective accounts of the Underwriters against payment of the Purchase Price by wire transfer of immediately available funds to the order of the Company. Such payment shall be made at 10:00 a.m., New York City time, on the second business day (the third business day, should the offering Offering be priced after... 4:00 p.m., Eastern New York City Time) after the date on which the first bona fide offering of the Firm Shares to the public is made by the Underwriters this Agreement or at such time on such other date, not later than ten business days after such date, as may be agreed upon by the Company and the Representatives Representative (such date is hereinafter referred to as the "Closing Date"). (b) Option Notwithstanding the foregoing, in the case of a Warrant for which an Exercise Notice (as defined therein) is delivered on or prior to 12:00 p.m. (New York City time) on the Closing Date, which such Exercise Notice may be delivered at any time after the time of execution of this Agreement, the Company agrees to deliver the Warrant Shares subject to such notice(s) by 4:00 p.m. (New York City time) on the Closing Date. (b)Option Closing. To the extent the Option is exercised, delivery of the Option Shares Securities against payment by the Representatives Underwriters (in the manner and at the location specified above) shall take place at the time and date (which may be the Closing Date, but not earlier than the Closing Date) specified in the Option Shares Notice. (c) Electronic (c)Electronic Transfer. Electronic transfer of Shares the Offered Securities shall be made at the time of purchase in such names and in such denominations as the Representatives Representative shall specify. (d) Tax (d)Tax Stamps. The cost of original issue tax stamps, if any, in connection with the issuance and delivery of the Shares Securities by the Company to the respective Underwriters shall be borne by the Company. The Company shall pay and hold each Underwriter and any subsequent holder of the Shares Securities harmless from any and all liabilities with respect to or resulting from any failure or delay in paying Federal United States federal and state and foreign stamp and other transfer taxes, if any, which may be payable or determined to be payable in connection with the original issuance or issuance, sale and delivery to such Underwriter of the Shares. Securities. View More
