Purchase Sale and Delivery of Offered Securities Clause Example with 33 Variations from Business Contracts
This page contains Purchase Sale and Delivery of Offered Securities 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.
Purchase Sale and Delivery of Offered Securities. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Company agrees to sell to the Underwriters, and the Underwriters agree, severally and not jointly, to purchase from the Company, the Notes, at a purchase price of 99.578% of the principal amount thereof plus accrued interest, if any, from November 24, 2015 to the Closing Date, the respective principal amounts of the Notes set forth opposite the names of t...he several Underwriters on Schedule A hereto. The Company will deliver the Offered Securities to the Representatives for the accounts of the Underwriters in the form of one or more permanent global securities in definitive form (the "Offered Global Securities") deposited with the Trustee as custodian for The Depository Trust Company ("DTC") and registered in the name of Cede & Co., as nominee for DTC, against payment of the purchase price. Interests in any permanent global securities will be held only in book-entry form through DTC, except in the limited circumstances described in the General Disclosure Package. Payment for the Offered Securities shall be made by the Underwriters in Federal (same day) funds by official check or checks or wire transfer to an account at a bank acceptable to the Representatives drawn to the order of the Company at the office of Davis Polk & Wardwell LLP, 450 Lexington Avenue, New York, New York 10017, at 9:00 A.M. (New York time), on November 24, 2015 or at such other time not later than seven full business days thereafter as the Representatives and the Company determine, such time being herein referred to as the "Closing Date," against delivery to the Trustee as custodian for DTC of the Offered Global Securities representing all of the Offered Securities. The Offered Global Securities will be made available for checking at the above office of Davis Polk & Wardwell LLP at least 24 hours prior to the Closing Date.View More
Variations of a "Purchase Sale and Delivery of Offered Securities" Clause from Business Contracts
Purchase Sale and Delivery of Offered Securities. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Company agrees to sell to the Underwriters, and the Underwriters agree, severally and not jointly, to purchase from the Company, the Notes, at a purchase price of 99.578% 99.116% of the principal amount thereof plus accrued interest, if any, from November 24, 2015 to the Closing Date, thereof, the respective principal amounts amount of the Notes Offered S...ecurities set forth opposite the names of the several Underwriters on in Schedule A hereto. The Company will deliver deliver, against payment of the purchase price and the Reimbursement (as defined in Section 5(l)(iii)), the Offered Securities to the Representatives for the accounts of the Underwriters be purchased by each Underwriter hereunder and to be offered and sold by each Underwriter in the form of one or more permanent global securities in definitive registered form without interest coupons (the "Offered Global "Global Securities") deposited with the Trustee as custodian for The Depository Trust Company ("DTC") and registered in the name of Cede & Co., as nominee for DTC, against payment of the purchase price. DTC. Interests in any permanent global securities the Global Securities will be held only in book-entry form through DTC, except in the limited circumstances described in the General Disclosure Package. Package and the Prospectus. Payment of the purchase price for the Offered Securities and the Reimbursement shall be made by the Underwriters Representatives in a single combined payment in Federal (same day) funds funds, by official check or checks or wire transfer to an account at a bank acceptable to the Representatives drawn to the order of the Company Company, at the office of Davis Polk & Wardwell LLP, 450 Lexington Avenue, New York, New York 10017, at 9:00 A.M. 10:00 a.m., (New York time), on November 24, 2015 January 30, 2019, or at such other time not later 8 than seven full business days thereafter as the Representatives and the Company determine, such time being herein referred to as the "Closing Date," against delivery to the Trustee as custodian for DTC of the Offered Global Securities representing all Securities. Certificates, legal opinions and other documents evidencing the performance and satisfaction by the Company of the Offered Securities. conditions and covenants to be performed and satisfied by it hereunder shall be delivered to the Representatives at the offices of Pillsbury Winthrop Shaw Pittman LLP, 1540 Broadway, New York, NY 10036. The Offered Global Securities will be made available for checking at the above office such offices of Davis Polk & Wardwell Pillsbury Winthrop Shaw Pittman LLP at least 24 hours prior to the Closing Date. View More
Purchase Sale and Delivery of Offered Securities. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Company agrees to sell to the Underwriters, and the Underwriters agree, each Underwriter agrees, severally and not jointly, to purchase from the Company, (i) with respect to the 2026 Notes, at a purchase price of 99.578% 99.457% of the principal amount thereof plus accrued interest, if any, from November 24, 2015 January 8, 2021 to the Closing Date, Date ...(the "2026 Notes Purchase Price") and (ii) with respect to the 2031 Notes, at a purchase price of 99.550% of the principal amount thereof plus accrued interest, if any, from January 8, 2021 to the Closing Date (the "2031 Notes Purchase Price" and, together with the 2026 Notes Purchase Price, the "Purchase Price"), the respective principal amounts of the Notes Offered Securities set forth opposite the names of the several Underwriters on Schedule A hereto. The Company will deliver the Offered Securities to the Representatives for the accounts of the Underwriters in the form of one or more permanent global securities in definitive form (the "Offered Global Securities") deposited with the Trustee as custodian for The Depository Trust Company ("DTC") and registered in the name of Cede & Co., as nominee for DTC, against payment of the purchase price. Interests in any permanent global securities will be held only in book-entry form through DTC, except in the limited circumstances described in the General Disclosure Package. applicable Purchase Price. Payment for the Offered Securities shall be made by the Underwriters through the Representatives in Federal (same day) funds by official check or checks or wire transfer to an account at a bank acceptable to the Representatives drawn to the order of specified by the Company at 9:00 a.m. (New York time), on January 8, 2021 through the office offices of Davis Polk & Wardwell LLP, 450 Lexington Avenue, New York, New York 10017, at 9:00 A.M. (New York time), on November 24, 2015 or at such other time not later than seven full business days thereafter as the Representatives and the Company determine, such time being herein referred to as the "Closing Date," against delivery to the Trustee as custodian for DTC of the Offered Global Securities representing all of the Offered Securities. The Offered Global Securities will be made available for checking at the above office of Davis Polk & Wardwell LLP at least 24 hours prior to the Closing Date.View More
Purchase Sale and Delivery of Offered Securities. On the basis of the representations, warranties and agreements herein contained, but and subject to the terms and conditions herein set forth, forth herein, the Company agrees to sell to the Underwriters, and the Underwriters agree, severally and not jointly, agree to purchase from the Company, the Notes, at a purchase price of 99.578% 98.00% of the face amount thereof, U.S. $250,000,000 principal amount thereof plus accrued interest, if any, from November 24, 2015 to the Closing Date, the respe...ctive principal amounts of the Notes set forth opposite the names of the several Underwriters on Schedule A hereto. Offered Securities. The Company will deliver against payment of the purchase price the Offered Securities to or as instructed by the Representatives for the accounts of the Underwriters in the form of one or more permanent global securities Offered Securities in definitive registered form (the "Offered Global Securities") without interest coupons deposited with the Trustee as custodian for The Depository Trust Company ("DTC") and registered in the name of Cede & Co., as nominee for DTC, against payment of the purchase price. DTC. Interests in any permanent global securities Offered Securities will be held only in book-entry book entry form through DTC, DTC except in the limited circumstances described in the General Disclosure Package. Final Prospectus. Payment for the Offered Securities (the "Closing") shall be made by the Underwriters in Federal (same day) funds by official check or checks or wire transfer to an account at a bank acceptable to the Representatives Credit Suisse drawn to the order of the Company at the office of Davis Polk & Wardwell Hogan Lovells US LLP, 450 Lexington Avenue, New York, New York 10017, One Tabor Center, Suite 1500, 1200 Seventeenth Street, Denver, Colorado 80202, at 9:00 A.M. a.m. (New York time), on November 24, 2015 January 17, 2013, or at such other time not later than seven full business days thereafter as the Representatives and 13 the Company determine, such time being herein referred to as the "Closing Date," against delivery to the Trustee as custodian for DTC of the global Offered Global Securities representing all of the Offered Securities. The Offered Global Securities will be made available for checking at the above office of Davis Polk & Wardwell LLP at least 24 hours prior to the Closing Date. View More
Purchase Sale and Delivery of Offered Securities. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Company agrees to sell to the Underwriters, and the Underwriters agree, each Underwriter agrees, severally and not jointly, to purchase from the Company, the Notes, at a purchase price of 99.578% of the principal amount thereof plus accrued interest, if any, from November 24, 2015 to the Closing Date, Company the respective principal amounts of the Notes...Offered Securities set forth opposite the names of the several Underwriters on in Schedule A hereto. hereto (which shall be in minimum denominations of $2,000 and an integral multiple of $1,000 in excess thereof) at a purchase price of (i) in the case of the 2024 Notes, 99.00% of the principal amount of the 2024 Notes, plus accrued and unpaid interest, if any, from September 27, 2018 to the Closing Date (as hereinafter defined) and (ii) in the case of the 2026 Notes, 99.00% of the principal amount of the 2026 Notes, plus accrued and unpaid interest, if any, from September 27, 2018 to the Closing Date. 8 The Company will deliver against payment of the purchase price the Offered Securities to the Representatives for the accounts of the Underwriters in the form of one or more permanent global securities in definitive form (the "Offered Global "Global Securities") deposited with the Trustee as custodian for The Depository Trust Company ("DTC") and registered in the name of Cede & Co., as nominee for DTC, against payment of the purchase price. DTC. Interests in any permanent global securities Global Securities will be held only in book-entry form through DTC, except in the limited circumstances described in the General Disclosure Package. Payment for the Offered Securities shall be made by the Underwriters in Federal federal (same day) funds by official check or checks or wire transfer to an account at a bank acceptable to the Representatives Representative drawn to the order of the Company Chesapeake Energy Corporation at the office of Davis Polk Cravath, Swaine & Wardwell LLP, 450 Lexington Avenue, New York, New York 10017, Moore LLP at 9:00 10:00 A.M. (New York time), on November 24, 2015 September 27, 2018 or at such other time not later than seven full business days thereafter as the Representatives Representative and the Company determine, such time being herein referred to as the "Closing Date," against delivery to the Trustee as custodian for DTC of the Offered Global Securities representing all of the Offered Securities. The Offered Global Securities will be made available for checking at the above office of Davis Polk & Wardwell LLP at least 24 hours prior to the Closing Date. View More
Purchase Sale and Delivery of Offered Securities. On the basis of the representations, warranties and agreements herein contained, but and subject to the terms and conditions herein set forth, forth herein, the Company agrees to sell to the Underwriters, and the Underwriters agree, severally and not jointly, agree to purchase from the Company, the Notes, at a purchase price of 99.578% 98.375% of the face amount thereof, U.S. $250,000,000 principal amount thereof plus accrued interest, if any, from November 24, 2015 to the Closing Date, the resp...ective principal amounts of the Notes set forth opposite the names of the several Underwriters on Schedule A hereto. Offered Securities. The Company will deliver against payment of the purchase price the Offered Securities to or as instructed by the Representatives for the accounts of the Underwriters in the form of one or more permanent global securities Offered Securities in definitive registered form (the "Offered Global Securities") without interest coupons deposited with the Trustee as custodian for The Depository Trust Company ("DTC") and registered in the name of Cede & Co., as nominee for DTC, against payment of the purchase price. DTC. Interests in any permanent global securities Offered Securities will be held only in book-entry book entry form through DTC, DTC except in the limited circumstances described in the General Disclosure Package. Final Prospectus. Payment for the Offered Securities (the "Closing") shall be made by the Underwriters in Federal (same day) funds by official check or checks or wire transfer to an account at a bank acceptable to the Representatives Credit Suisse drawn to the order of the Company at the office of Davis Polk & Wardwell Hogan Lovells US LLP, 450 Lexington Avenue, New York, New York 10017, One Tabor Center, Suite 1500, 1200 Seventeenth Street, Denver, Colorado 80202, at 9:00 A.M. a.m. (New York time), on November 24, 2015 June 13, 2013, or at such other time not later than seven full business days thereafter as the Representatives and the Company determine, such time being herein referred to as the "Closing Date," against delivery to the Trustee as custodian for DTC of the Offered Global Securities representing all of the global Offered Securities. The Offered Global Securities so to be delivered or evidence of their issuance will be made available for checking at the above office of Davis Polk & Wardwell LLP at least 24 hours prior to the Closing Date. View More
Purchase Sale and Delivery of Offered Securities. On the basis of the representations, warranties and agreements herein contained, but and subject to the terms and conditions herein set forth, forth herein, the Company agrees to sell to the Underwriters, and the Underwriters agree, severally and not jointly, agree to purchase from the Company, the Notes, at a purchase price of 99.578% 98.375% of the face amount thereof, U.S. $775,000,000 principal amount thereof plus accrued interest, if any, from November 24, 2015 to the Closing Date, the resp...ective principal amounts of the Notes set forth opposite the names of the several Underwriters on Schedule A hereto. Offered Securities. The Company will deliver against payment of the purchase price the Offered Securities to or as instructed by the Representatives for the accounts of the Underwriters in the form of one or more permanent global securities Offered Securities in definitive registered form (the "Offered Global Securities") without interest coupons deposited with the Trustee as custodian for The Depository Trust Company ("DTC") and registered in the name of Cede & Co., as nominee for DTC, against payment of the purchase price. DTC. Interests in any permanent global securities Offered Securities will be held only in book-entry book entry form through DTC, DTC except in the limited circumstances described in the General Disclosure Package. Final Prospectus. Payment for the Offered Securities (the "Closing") shall be made by the Underwriters in Federal (same day) funds by official check or checks or wire transfer to an account at a bank acceptable to the Representatives Credit Suisse drawn to the order of the Company at the office of Davis Polk & Wardwell Hogan Lovells US LLP, 450 Lexington Avenue, New York, New York 10017, One Tabor Center, Suite 1500, 1200 Seventeenth Street, Denver, Colorado 80202, at 9:00 A.M. a.m. (New York time), on November 24, 2015 March 11, 2014, or at such other time not later than seven full business days thereafter as the Representatives and the Company determine, such time being herein referred to as the "Closing Date," against delivery to the Trustee as custodian for DTC of the Offered Global Securities representing all of the global Offered Securities. The Offered Global Securities so to be delivered or evidence of their issuance will be made available for checking at the above office of Davis Polk & Wardwell LLP at least 24 hours prior to the Closing Date. View More
Purchase Sale and Delivery of Offered Securities. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Company agrees to sell to the Underwriters, and the Underwriters agree, severally and not jointly, to purchase from the Company, the Notes, at a purchase price of 99.578% 99.728% of the principal amount thereof plus accrued interest, if any, from November 24, 2015 to the Closing Date, thereof, the respective principal amounts amount of the Notes Offered S...ecurities set forth opposite the names of the several Underwriters on in Schedule A hereto. The Company will deliver against payment of the purchase price the Offered Securities to the Representatives for the accounts of the Underwriters be purchased by each Underwriter hereunder and to be offered and sold by each Underwriter in the form of one or more permanent global securities in definitive registered form without interest coupons (the "Offered Global "Global Securities") deposited with the Trustee as custodian for The Depository Trust Company ("DTC") and registered in the name of Cede & Co., as nominee for DTC, against payment of the purchase price. DTC. Interests in any permanent global securities the Global Securities will be held only in book-entry form through DTC, except in the limited circumstances described in the General Disclosure Package. Package and the Prospectus. 8 Payment for the Offered Securities shall be made by the Underwriters Representatives in Federal (same day) funds by official check or checks or wire transfer to an account at a bank acceptable to the Representatives drawn to the order of the Company Company, at the office of Davis Polk & Wardwell LLP, 450 Lexington Avenue, New York, New York 10017, at 9:00 A.M. 10:00 a.m., (New York time), on November 24, 2015 April 12, 2018, or at such other time not later than seven full business days thereafter as the Representatives and the Company determine, such time being herein referred to as the "Closing Date," against delivery to the Trustee as custodian for DTC of the Offered Global Securities representing all Securities. Certificates, legal opinions and other documents evidencing the performance and satisfaction by the Company of the Offered Securities. conditions and covenants to be performed and satisfied by it hereunder shall be delivered to the Representatives at the offices of Pillsbury Winthrop Shaw Pittman LLP, 1540 Broadway, New York, NY 10036. The Offered Global Securities will be made available for checking at the above office such offices of Davis Polk & Wardwell Pillsbury Winthrop Shaw Pittman LLP at least 24 hours prior to the Closing Date. View More
Purchase Sale and Delivery of Offered Securities. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Company agrees to sell to the Underwriters, and the Underwriters agree, severally and not jointly, to purchase from the Company, the Notes, (i) at a purchase price of 99.578% 99.140% of the principal amount thereof plus accrued interest, if any, from November 24, 2015 to the Closing Date, thereof, the respective principal amounts of the 2030 Notes set for...th opposite the names of the several Underwriters on in Schedule A hereto, and (ii) at a purchase price of 99.161% of the principal amount thereof, the respective principal amounts of the 2050 Notes set forth opposite the names of the several Underwriters in Schedule A hereto. The Company will deliver deliver, against payment of the purchase price and the Reimbursement (as defined in Section 5(l)(iii)), the Offered Securities to the Representatives for the accounts of the Underwriters be purchased by each Underwriter hereunder and to be offered and sold by each Underwriter in the form of one or more permanent global securities in definitive registered form without interest coupons (the "Offered Global "Global Securities") deposited with the Trustee as custodian for The Depository Trust Company ("DTC") and registered in the name of Cede & Co., as nominee for DTC, against payment of the purchase price. DTC. Interests in any permanent global securities the Global Securities will be held only in book-entry form through DTC, except in the limited circumstances described in the General Disclosure Package. Package and the Prospectus. Payment of the purchase price for the Offered Securities and the Reimbursement shall be made by the Underwriters Representatives in a single combined payment in Federal (same day) funds funds, by official check or checks or wire transfer to an account at a bank acceptable to the Representatives drawn to the order of the Company Company, at the office of Davis Polk & Wardwell LLP, 450 Lexington Avenue, New York, New York 10017, at 9:00 A.M. 10:00 a.m., (New York time), on November 24, 2015 January 30, 2020, or at such other time not later than seven full business days thereafter as the Representatives and the Company determine, such time being herein referred to as the "Closing Date," against delivery to the Trustee as custodian for DTC of the Offered Global Securities representing all Securities. Certificates, legal opinions and other documents evidencing the performance and satisfaction by the Company of the Offered Securities. conditions and covenants to be performed and satisfied by it hereunder shall be delivered to the Representatives at the offices of Latham & Watkins LLP, 885 Third Avenue, New York, NY 10022. The Offered Global Securities will be made available for checking at the above office such offices of Davis Polk Latham & Wardwell Watkins LLP at least 24 hours prior to the Closing Date. View More
Purchase Sale and Delivery of Offered Securities. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Company agrees to sell to the Underwriters, and the Underwriters agree, severally and not jointly, to purchase from the Company, (i) with respect to the 2020 Floating Rate Notes, at a purchase price of 99.578% 99.300% of the principal amount thereof plus accrued interest, if any, from November 24, January 12, 2015 to the Closing Date, the respective princ...ipal amounts of the 2020 Floating Rate Notes set forth opposite the names of the several Underwriters on Schedule A hereto; (ii) with respect to the 2020 Notes, at a purchase price of 99.180% of the principal amount thereof plus accrued interest, if any, from January 12, 2015 to the Closing Date, the respective principal amounts of the 2020 Notes set forth opposite the names of the several Underwriters on Schedule A hereto and (iii) with respect to the 2025 Notes, at a purchase price of 98.778% of the principal amount thereof plus accrued interest, if any, from January 12, 2015 to the Closing Date, the respective principal amounts of the 2025 Notes set forth opposite the names of the several Underwriters on Schedule A hereto. The Company will deliver the Offered Securities to the Representatives for the accounts of the Underwriters in the form of one or more permanent global securities in definitive form (the "Offered Global Securities") deposited with the Trustee as custodian for The Depository Trust Company ("DTC") and registered in the name of Cede & Co., as nominee for DTC, against payment of the purchase price. Interests in any permanent global securities will be held only in book-entry form through DTC, except in the limited circumstances described in the General Disclosure Package. Payment for the Offered Securities shall be made by the Underwriters in Federal (same day) funds by official check or checks or wire transfer to an account at a bank acceptable to the Representatives drawn to the order of the Company at the office of Davis Polk & Wardwell LLP, 450 Lexington Avenue, New York, New York 10017, at 9:00 A.M. (New York time), on November 24, January 12, 2015 or at such other time not later than seven full business days thereafter as the Representatives and the Company determine, such time being herein referred to as the "Closing Date," against delivery to the Trustee as custodian for DTC of the Offered Global Securities representing all of the Offered Securities. The Offered Global Securities will be made available for checking at the above office of Davis Polk & Wardwell LLP at least 24 hours prior to the Closing Date. -11- 4. [Reserved]. View More
Purchase Sale and Delivery of Offered Securities. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Company agrees to sell to the Underwriters, and the Underwriters agree, severally and not jointly, to purchase from the Company, (i) with respect to the Floating Rate Notes, at a purchase price of 99.578% 99.650% -10- of the principal amount thereof plus accrued interest, if any, from November 24, 2015 January 17, 2017 to the Closing Date, the respective ...principal amounts of the Floating Rate Notes set forth opposite the names of the several Underwriters on Schedule A hereto, (ii) with respect to the 2022 Notes, at a purchase price of 99.518% of the principal amount thereof plus accrued interest, if any, from January 17, 2017 to the Closing Date, the respective principal amounts of the 2022 Notes set forth opposite the names of the several Underwriters on Schedule A hereto and (iii) with respect to the 2027 Notes, at a purchase price of 99.405% of the principal amount thereof plus accrued interest, if any, from January 17, 2017 to the Closing Date, the respective principal amounts of the 2027 Notes set forth opposite the names of the several Underwriters on Schedule A hereto. The Company will deliver the Offered Securities to the Representatives for the accounts of the Underwriters in the form of one or more permanent global securities in definitive form (the "Offered Global Securities") deposited with the Trustee as custodian for The Depository Trust Company ("DTC") and registered in the name of Cede & Co., as nominee for DTC, against payment of the purchase price. Interests in any permanent global securities will be held only in book-entry form through DTC, except in the limited circumstances described in the General Disclosure Package. Payment for the Offered Securities shall be made by the Underwriters in Federal (same day) funds by official check or checks or wire transfer to an account at a bank acceptable to the Representatives drawn to the order of the Company at the office of Davis Polk & Wardwell LLP, 450 Lexington Avenue, New York, New York 10017, at 9:00 A.M. (New York time), on November 24, 2015 January 17, 2017 or at such other time not later than seven full business days thereafter as the Representatives and the Company determine, such time being herein referred to as the "Closing Date," against delivery to the Trustee as custodian for DTC of the Offered Global Securities representing all of the Offered Securities. The Offered Global Securities will be made available for checking at the above office of Davis Polk & Wardwell LLP at least 24 hours prior to the Closing Date. View More
