First Closing. On the First Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and the Purchaser agrees to purchase, 9,300,000 Shares against an aggregate consideration of NIS 3,720,000, representing 40 agorot per each Share purchased (the “Subscription Amount”). The Purchaser shall deliver to the Company, via wire transfer, immediately available funds equal to the Subscription Amount, and the Company and the Purchaser shall deliver the other items set forth in Section 2.2 deliverable at the Closing (the “First Closing”). The First Closing shall occur at a location as the parties shall mutually agree, or electronically.
First Closing. Subject to the terms and conditions set forth in this Agreement, the Company shall issue and sell to each Investor, and each Investor shall, severally and not jointly, purchase from the Company on the First Closing Date, such number of Shares set forth on the signature pages attached hereto, which will be reflected opposite such Investor’s name on Exhibit A-1 (the “First Closing”). The date of the First Closing is hereinafter referred to as the “First Closing Date.”
First Closing. The First Closing of the purchase and sale of the First Notes in an aggregate principal amount of Seventy Xxx Xxxxxxxx Xxxx Xxxxxxx xxx Xx/000 Xxxxxx Xxxxxx Dollars ($71,500.00) for an aggregate purchase price of Sixty Five Thousand and No/100 United States Dollars ($65,000.00), and shall take place on the Effective Date, subject to satisfaction of the conditions to the First Closing set forth in this Agreement (the “First Closing Date”). Subject to the satisfaction (or waiver) of the terms and conditions of this Agreement, in respect of the First Closing Date each Buyer shall purchase a First Note in the principal amount set forth opposite such Buyer’s name in column (3) on the Schedule of Buyers attached hereto for a purchase price set forth opposite such Buyer’s name in column (4) on the Schedule of Buyers hereto. Additional Closings of the purchase and sale of the Notes shall be at such times and for such amounts as determined in accordance with Section 1(d) below, subject to satisfaction of the conditions to the Additional Closings set forth in this Agreement (the “Additional Closing Dates”, collectively, with the First Closing Date, referred to as the “Closing Dates”). The Closings shall occur on the respective Closing Dates through the use of overnight mails and subject to customary escrow instructions from Buyers and their respective counsel, or in such other manner as is mutually agreed to by the Company and the Buyers.
First Closing. The obligation of the Buyer hereunder to purchase the Debentures at the First Closing is subject to the satisfaction, at or before the First Closing Date, of each of the following conditions (in addition to any other conditions precedent elsewhere in this Agreement), provided that these conditions are for the Buyer’s sole benefit and may be waived by the Buyer at any time in its sole discretion:
First Closing. (1) Subject to the satisfaction (or, where permissible, waiver) of the conditions to closing set forth in Section 1.2(c), the first closing (the "First Closing") shall take place at a time and date as shall be agreed upon by the parties hereto, but in no event later than the third business day after the date of satisfaction or waiver of the last of the conditions specified in Section 1.2(c), at the offices of Skadden, Arps, Slate, Mxxxxxx & Fxxx LLP located at 4 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, or such other date or location as agreed by the parties in writing. The date of the First Closing is referred to as the "First Closing Date."
First Closing. On the first Closing Date, upon the terms and subject to the conditions set forth herein, and upon satisfaction of the covenants and conditions set forth in Sections 2.2 and 2.3, the Company agrees to sell, and the Purchasers, severally and not jointly, agree to purchase, an aggregate of $7,500,000 of Shares, representing in the aggregate [—%] of the issued and outstanding shares of the Company on a Fully Diluted Basis as of the signing date of this Agreement, whereby each Purchaser, severally and not jointly, agrees to purchase, the number of Shares as specified below such Purchaser’s name on the signature page of this Agreement to be purchased by it at the first Closing, representing the percentage of the issued and outstanding shares of the Company on a Fully Diluted Basis as specified below such Purchaser’s name on the signature page of this Agreement for the first Closing; provided, however, that, to the extent that a Purchaser determines, in its sole discretion, that such Purchaser (together with such Purchaser’s Affiliates, and any Person acting as a group together with such purchaser or any of such Purchaser’s Affiliates) would beneficially own in excess of the Beneficial Ownership Limitation, or as such Purchaser may otherwise choose, in lieu of purchasing Shares such Purchaser may elect to purchase Warrants in lieu of Shares in such manner to result in the same aggregate purchase price being paid by such Purchaser to the Company. Each Purchaser shall deliver to the Company via wire transfer, immediately available funds equal to such Purchaser’s Subscription Amount as set forth on the signature page hereto executed by such Purchaser. Each Purchaser will furnish the Company with details of an account with a TASE member or other eligible custodian in which its Shares will be deposited under this Agreement. The Company shall deliver to each Purchaser a copy of the share certificate registered in the name of registration co of Mizrahi Tefahot Bank Ltd. (the “Nominee Company”) evidencing a number of Shares equal to such Purchaser’s Subscription Amount for the first Closing divided by the Per Share Purchase Price (the “Share Certificate”), a copy of the approval by the TASE of registration of the Shares for trading, and a copy of the Company’s immediate report with respect to the issuance of the Shares. The Company undertakes to deliver to the Nominee Company promptly after receipt of the Investment Amount, the Share Certificate and other documentation ...
First Closing. The closing of the purchase of the Common Shares by the Anchor Investors pursuant to Section 1.1(a) (the “First Closing”) shall occur on the second Business Day following the satisfaction or waiver of the conditions to the First Closing set forth in Section 1.2(d) (other than those conditions that by their nature are to be satisfied at the First Closing, but subject to the satisfaction or waiver of those conditions) (provided, that the Company shall provide the Anchor Investors with notice of the First Closing Date and provided further that the First Closing Date shall be postponed as necessary to ensure that the First Closing Date occurs no earlier than ten (10) Business Days after the foregoing notice has been provided by the Company to the Anchor Investors) at the offices of Xxxxxxx Xxxxxxx & Xxxxxxxx located at 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, XX 00000 or such other date or location as agreed in writing by the parties. The date of the First Closing is referred to as the “First Closing Date.”
First Closing. The closing of the transactions contemplated by Section 1.1(a) (the "First Closing") shall take place at 10:00 A.M., New York City time, on the later to occur of (a) September 30, 2002; and (b) the third Business Day following the date on which the last to be fulfilled or waived of the conditions set forth in Section 5 and Section 6 hereof pertaining to the First Closing Date shall have been fulfilled or waived in accordance with this Agreement, or on such earlier date as may be mutually agreed by the Company and the Investors (the "First Closing Date"), at the offices of Xxxxxxx Xxxx & Xxxxxxxxx, 787 Seventh Avenue, New York, New York, or such other location as the Investors and the Company shall mutually select.