PURCHASE BY THE UNDERWRITERS. On the basis of the representations, warranties and agreements contained herein, and subject to the terms and conditions set forth herein, the Depositor agrees to cause to be issued by the Issuer and the Depositor agrees to sell to each of the Underwriters, severally and not jointly, and each of the Underwriters, severally and not jointly, agrees to purchase from the Depositor, the respective principal amount of Underwritten Notes set forth opposite the name of such Underwriter in Schedule I hereto at a purchase price equal to (i) with respect to the Class A-1 Notes, [ ]% of the principal amount thereof, (ii) with respect to the Class A-2 Notes, [ ]% of the principal amount thereof, (iii) with respect to the Class A-3 Notes, [ ]% of the principal amount thereof, (iv) with respect to the Class A-4 Notes, [ ]% of the principal amount thereof and (v) with respect to the Class B Notes, [ ]% of the principal amount thereof The Depositor shall not be obligated to deliver any of the Underwritten Notes except upon payment in full for all the Underwritten Notes to be purchased as provided herein. Delivery of and payment for the Underwritten Notes shall be made at the office of Xxxxx Xxxxx LLP, Chicago, Illinois or at such other place as shall be agreed upon by the Representative[s], and the Depositor, at [ ] [a.m.], New York City time, on [ ], 20[ ], or at such other date or time, not later than [ ] full business days thereafter, as shall be agreed upon by the Representative[s] and the Depositor (such date and time being referred to herein as the “Closing Date”). On the Closing Date, the Depositor shall deliver or cause to be delivered to the Representative[s] for the account of each Underwriter the Underwritten Notes against payment to or upon the order of the Depositor of the purchase price in immediately available funds. Time shall be of the essence, and delivery at the time and place specified pursuant to this Agreement is a further condition of the obligation of each Underwriter the hereunder. Upon delivery, each class of Underwritten Notes shall be represented by one or more global certificates registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interest of the beneficial owners of the Underwritten Notes will be represented by book-entries on the records of DTC and participating members thereof. Definitive certificates representing the Underwritten Notes will be available only under the limited circumstances set forth...
PURCHASE BY THE UNDERWRITERS. On the basis of the representations, warranties and agreements contained herein, and subject to the terms and conditions set forth herein, the Seller agrees to issue and sell to each of the Underwriters, severally and not jointly, and each of the Underwriters, severally and not jointly, agrees to purchase from the Seller, the respective principal amount of the Notes set forth opposite the name of such Underwriter in Schedule 1 hereto at a purchase price equal to (i) with respect to the Class A-1 Notes, 99.880000% of the principal amount thereof, (ii) with respect to the Class A-2 Notes, 99.800000% of the principal amount thereof, (iii) with respect to the Class A-3 Notes, 99.743750% of the principal amount thereof, (iv) with respect to the Class A-4 Notes, 99.703125% of the principal amount thereof and (v) with respect to the Class B Notes, 99.375000% of the principal amount thereof. The Seller shall not be obligated to sell or deliver any of the Notes except upon payment for all the Notes to be purchased as provided herein.
PURCHASE BY THE UNDERWRITERS. The Offered Securities to be purchased by the Underwriters pursuant to the Underwriting Agreement relating thereto in such authorized denominations and registered in such names as the Underwriters may request upon three full Business Days prior notice to BVDC, shall be delivered by or on behalf of BVDC to the Representatives for the account of such Underwriters, against payment by such Underwriters or on such Underwriters' behalf of the purchase price therefor (i) by wire transfer or by certified or official bank check or checks, payable to the order of BVDC in immediately available funds, or (ii) by such other means and in such other form as is specified in the Underwriting Agreement, all at the place, time, and date specified in the Underwriting Agreement or at such other place, time, and date as the Underwriters and BVDC may agree upon in writing, such time and date being herein called the "Closing Date" for such Offered Securities. The Underwriters' commitment to purchase the Offered Securities pursuant to this Agreement shall be deemed to have been made on the basis of the representations and warranties of BVDC and BVAC herein contained and shall be subject to the terms and conditions herein set forth. BVDC agrees to have the Offered Securities available for inspection, checking, and packaging by the Representatives in New York, New York (or such other location as may be specified by the Representatives) not later than 10:00 A.M. on the Business Day prior to the Closing Date.
PURCHASE BY THE UNDERWRITERS. On the basis of the representations, warranties and agreements contained herein, and subject to the terms and conditions set forth herein, the Transferor agrees to sell to each of the Underwriters, severally and not jointly, and each of the Underwriters, severally and not jointly, agrees to purchase from the Transferor, the respective principal amount of the Offered Securities set forth opposite the name of such Underwriter in Schedule 1 hereto at a purchase price equal to (i) with respect to the Class A Securities, 99.______% of the principal amount thereof and (ii) with respect to the Class B Securities, 99.______% of the principal amount thereof. The Transferor shall not be obligated to deliver any of the Offered Securities except upon payment for all the Offered Securities to be purchased as provided herein.
PURCHASE BY THE UNDERWRITERS. On the basis of the representations, warranties and agreements contained herein, and subject to the terms and conditions set forth herein, the Depositor agrees to cause the Issuer to sell to each of the Underwriters, severally and not jointly, and each of the Underwriters, severally and not jointly, agrees to purchase from the Depositor, the respective principal amount of Certificates set forth opposite the name of such Underwriter in Schedule 1 hereto at a purchase price equal to (i) with respect to the Class A Certificates, ____% of the principal amount thereof, and (ii) with respect to the Class B Certificates, ____% of the principal amount thereof. The Depositor shall not be obligated to deliver any of the Certificates except upon payment in full for all the Certificates to be purchased as provided herein.
PURCHASE BY THE UNDERWRITERS. On the basis of the representations, warranties and agreements contained herein, and subject to the terms and conditions set forth herein, the Depositor agrees to cause to be issued by the Issuer and the Depositor agrees to sell to each of the Underwriters, severally and not jointly, and each of the Underwriters, severally and not jointly, agrees to purchase from the Depositor, the respective principal amount of Notes set forth opposite the name of such Underwriter in Schedule 1 hereto at a purchase price equal to (i) with respect to the Class [ ] Notes, [o]% of the principal amount thereof, (ii) with respect to the Class [ ] Notes, [o]% of the principal amount thereof, (iii) with respect to the Class [ ] Notes, [o]% of the principal amount thereof and (iv) with respect to the Class [ ] Notes, [o]% of the principal amount thereof. The Depositor shall not be obligated to deliver any of the Notes except upon payment in full for all the Notes to be purchased as provided herein.
PURCHASE BY THE UNDERWRITERS. On the basis of the representations, warranties and agreements herein contained, and subject to the terms and conditions herein set forth, the Company agrees to issue and sell to each Underwriter, severally and not jointly, and each Underwriter agrees, severally and not jointly, to purchase from the Company, the aggregate principal amount of Senior Debentures set forth opposite the name of such Underwriter on Schedule I hereto at a purchase price equal to ____% of the principal amount thereof, plus accrued and unpaid interest, if any, from the date of issuance. The Company shall not be obligated to deliver any of the Senior Debentures except upon payment for all the Senior Debentures to be purchased as provided herein. The Company acknowledges and agrees that each Underwriter may sell Senior Debentures to any of its affiliates and that any such affiliate may sell Senior Debentures purchased by it to an Underwriter.
PURCHASE BY THE UNDERWRITERS. On the basis of the representations, warranties and agreements contained herein, and subject to the terms and conditions set forth herein, the Company agrees to issue and sell to the Underwriters, and each of the Underwriters severally and not jointly, agrees to purchase from the Company, at the price and/or principal amount, as the case may be, set forth in the Terms Agreement attached hereto as Exhibit A, together with interest thereon accrued from the date specified in the Terms Agreement and in the respective amounts of the designated Securities set forth opposite the name of each such Underwriter in Schedule I to Exhibit A to such Terms Agreement. The Company shall not be obligated to deliver any of the Securities except upon payment for all the Securities to be purchased as provided in the Terms Agreement.
PURCHASE BY THE UNDERWRITERS. On the basis of the representations, warranties and agreements contained herein, and subject to the terms and conditions set forth herein, the Seller agrees to issue and sell to each of the Underwriters, severally and not jointly, and each of the Underwriters, severally and not jointly, agrees to purchase from the Seller, the respective principal amount of the Offered Securities set forth opposite the name of such Underwriter in Schedule 1 hereto at a purchase price equal to (i) with respect to the Class A-1 Notes, 99.8750000% of the principal amount thereof, (ii) with respect to the Class A-2 Notes, 99.7721875% of the principal amount thereof, (iii) with respect to the Class A-3 Notes 99.7343750% of the principal amount thereof and (iv) with respect to the Class B Certificates, 99.4765625% of the principal amount thereof. The Seller shall not be obligated to sell or deliver any of the Offered Securities except upon payment for all the Offered Securities to be purchased as provided herein and upon consummation of the purchase and sale of the Class C Certificates pursuant to the Certificate Purchase Agreement.
PURCHASE BY THE UNDERWRITERS. On the basis of the representations, warranties and agreements contained herein, and subject to the terms and conditions set forth herein, the Seller agrees to issue and sell to each of the Underwriters, severally and not jointly, and each of the Underwriters, severally and not jointly, agrees to purchase from the Seller, the respective principal amount of the Notes set forth opposite the name of such Underwriter in Schedule 1 hereto at a purchase price equal to (i) with respect to the Class A Notes, 99.7938% of the principal amount thereof and (ii) with respect to the Class B Notes, 99.4902% of the principal amount thereof. The Seller shall not be obligated to sell or deliver any of the Notes except upon payment for all the Notes to be purchased as provided herein.
