Example ContractsClausesDelivery of Securities
Delivery of Securities
Delivery of Securities contract clause examples

Delivery of Securities. Upon delivery of the Common Shares to be sold by the Selling Stockholder pursuant to this Agreement to Cede & Co. (“Cede”) or such other nominee as may be designated by The Depository Trust Company (“DTC”) and as directed by the Agent, unless delivery is unnecessary because such Common Shares are already in possession of Cede or such nominee, and upon payment of the purchase price for such Common Shares, registration of such Common Shares in the name of Cede or such other nominee and the crediting of such Common Shares on the records of DTC to securities accounts (within the meaning of [Section 8-501(a)] of the UCC) of the Agent: # under [Section 8-501] of the UCC, the Agent will acquire a valid “security entitlement” in respect of such Common Shares and # assuming the Agent has so acquired such security entitlement without notice of any “adverse claim” (within the meaning of [Sections 8-102(a)(1) and 8-105]5] of the UCC) to such Common Shares, no action based on any “adverse claim” (within the meaning of [Section 8-102(a)(1) and 8-105]5] of the UCC) to such Common Shares may be asserted against the Agent; for purposes of this representation, the Selling Stockholder may assume that when such payment, delivery, registration and crediting occur, # such Common Shares being sold by the Selling Stockholder will have been registered in the name of Cede or such other nominee designated by DTC, in each case on the Company’s share registry in accordance with its certificate of incorporation, bylaws and applicable law, # DTC will be registered as a “clearing corporation” and thus a “securities intermediary” within the meaning of [Section 8-102] of the UCC and its jurisdiction for purposes of Article 8 of the UCC will be the State of New York and # appropriate entries to the securities account or accounts in the name of the Agent on the records of DTC will have been made pursuant to the UCC.

Securities. The securities issuable hereunder (“Securities”) are being acquired for his own account and not as nominee for any other party, for investment purposes and not with a view to any resale or distribution thereof.

Delivery. Not later than the fifth (5th) business day following the date of this Lease (the “Delivery Date”), [[Organization A:Organization]] shall deliver the Premises to [[Organization B:Organization]] in its “as is” condition. Failure of [[Organization A:Organization]] to deliver possession of the Premises by the Delivery Date, due to a holding over by a prior [[Organization B:Organization]] or any other cause beyond [[Organization A:Organization]]'s control shall not subject the [[Organization A:Organization]] to liability, except that for each day after the Delivery Date that [[Organization A:Organization]] does not deliver the Premises to [[Organization B:Organization]], the Commencement Date shall be extended by one (1) day. In addition, If the Delivery Date has not occurred by December 1, 2017, [[Organization B:Organization]] may elect to terminate this Lease upon written notice to [[Organization A:Organization]], in which case the Security Deposit and amount deposited in escrow for Liquidated Damages pursuant to [Section 37] shall be promptly returned to [[Organization B:Organization]]. On the date that [[Organization A:Organization]] actually delivers the Premises to [[Organization B:Organization]], [[Organization A:Organization]] shall deliver a written notice to [[Organization B:Organization]] memorializing such delivery.

Delivery. This Agreement may be executed in multiple counterparts (each of which shall be deemed an original, but all of which together shall constitute one and the same instrument). Signatures to this Agreement transmitted by facsimile transmission, by electronic mail in “portable document format” (.pdf) form, or by any other electronic means intended to preserve the original graphic and pictorial appearance of a document, shall have the same effect as physical delivery of the paper document bearing the original signature.

Delivery. Landlord shall deliver the Expansion Premises to Tenant in vacant, broom clean condition and otherwise in substantially the same condition in which the Expansion Premises are in as of the date of this First Amendment excluding any personal property of Omniox (except to the extent that Tenant or any Tenant Party is responsible for any changes in such condition of the Expansion Premises) (“Delivery” or “Deliver”) on or before the Target Expansion Premises Commencement Date. The “Target Expansion Premises Commencement Date” shall be November 1, 2015. If Landlord fails to timely Deliver the Expansion Premises, Landlord shall not be liable to Tenant for any loss or damage resulting therefrom, and this First Amendment shall not be void or voidable except as provided herein. If Landlord does not Deliver the Expansion Premises within 90 days of the Target Expansion Premises Commencement Date for any reason other than Force Majeure delays, then the Lease with respect to the Expansion Premises only may be terminated by Tenant by written notice to Landlord, and if so terminated by Tenant: # the additional Security Deposit delivered pursuant to Section 7 of this First Amendment, or any balance thereof (i.e., after deducting therefrom all amounts to which Landlord is entitled under the provisions of the Lease), shall be returned to Tenant, and # neither Landlord nor

Delivery. All Product shall be delivered ​ (as defined by Incoterms® 2020). Lonza shall deliver to Customer the Certificate of Analysis and such other documentation as is reasonably required to meet all applicable regulatory requirements of the Governmental Authorities not later than the date of delivery of Batches (the “Release”). ​. In addition, Lonza shall exercise reasonable commercial efforts and customary due diligence and care to ensure that Customer Supplier Raw Materials and Customer Product Components are stored in accordance with the Specifications, cGMPs, Quality Agreement and Customer’s instructions and protect these from theft, casualty, or other damage within Lonza’s reasonable control.

Delivery. [[Organization A:Organization]] shall deliver all Products F.O.B. at [[Organization A:Organization]]’s shipping point for delivery to [[Organization B:Organization]]'s facility as specified in the Purchase Order. Title and risk of loss will transfer from [[Organization A:Organization]] to [[Organization B:Organization]] upon delivery of Product to [[Organization B:Organization]]’s shipment carrier. [[Organization B:Organization]] shall provide instruction on when the product is to be delivered, and how much product is to be picked up each month. The [[Organization B:Organization]] shall be responsible for shipping costs from the [[Organization A:Organization]]’s shipping point.

Delivery. As promptly as practicable after receipt of the Notice, the Investment Letter (if required) and payment, the Company shall deliver or cause to be delivered to the optionee certificates for the number of shares with respect to which such Option has been so exercised, issued in the optionee’s name; provided, however, that such delivery shall be deemed effected for all purposes when the Company or a stock transfer agent shall have deposited such certificates in the United States mail, addressed to the optionee, at the address specified in the Notice.

Delivery. Time is of the essence of this Order. If Seller delivers (he goods later than scheduled, Buyer may assess the following amounts as liquidated damages for the delay period; provided however, if Seller is […​…] liquidated damages may be assessed. Where Seller is […​…], Seller shall pay to Buyer an amount equal to […​…] (“LD Cap”). For the avoidance of doubt, in determining any liquidated damages delay period, good deliveries pursuant to this Order shall be applied sequentially to the scheduled delivery dates on a first-in, first-out basis, with each good delivered allocated first to the earliest open scheduled good delivery date. The parties agree that the above amounts, arc for damages resulting from the delay period only; are a reasonable pre estimate of such damages Buyer will suffer as a result of delay based on circumstances existing at the time this Order was issued; and are to be assessed as liquidated damages and not as a penalty. In addition to the Liquidated Damages set forth above, Seller agrees to pay the costs actually incurred by the Buyer in transportation over and above normal transportation costs, up to a maximum of […​…], during the period of time starting […​…] after the delivery date. Except as otherwise set forth in the Supply Agreement, Buyer’s sole remedy for damages for late delivery during the delay period shall be limited to the receipt of the amount of the LD Cap from Seller until […​…] after the LD Cap has been reached after which Buyer may avail itself of any other remedies for breach that exist in this Order (including termination for Seller’s breach of its delivery obligations). Notwithstanding anything herein to the contrary, and without limiting Buyer’s other rights herein, no liquidated damages shall apply to laic delivery during calendar year […​…]. All delivery designations are INCOTERMS 2010. Unless otherwise stated on the face of this Order, all goods provided under this Order shall be FCA Storage Yard. Notwithstanding the foregoing Incoterm, Seller shall not be responsible for clearing the goods for export.

Delivery. As soon as practicable after the RSUs become vested, the Company shall deliver to Recipient the number of Shares underlying the RSUs. Notwithstanding the foregoing, if Recipient shall have made a valid election to defer receipt of the Shares underlying the RSUs pursuant to the terms of the Company’s Deferred Compensation Plan for Directors and Executives (the “DCP”), payment of the award shall be made in accordance with that election.

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