Common use of Purchase Sale and Delivery of the Securities Clause in Contracts

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the Company, at the purchase price specified in Schedule 1 hereto, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the purchase price therefor to the Company in such funds as are specified in Schedule 1 hereto. Such delivery of and payment for the Firm Securities shall be made at the date, time and place identified in Schedule 1 hereto, or at such other date, time or place as the Representatives and the Company may agree upon or as the Representatives may determine pursuant to Section 8 hereof, such date and time of delivery against payment being herein referred to as the "Firm Closing Date". The Company will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the Company's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company Operating Partnership agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the CompanyOperating Partnership, at the purchase price specified in Schedule 1 hereto, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company Operating Partnership at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company Operating Partnership to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the purchase price therefor to the Company Operating Partnership in such funds as are specified in Schedule 1 hereto. Such delivery of and payment for the Firm Securities shall be made at the date, time and place identified in Schedule 1 hereto, or at such other date, time or place as the Representatives and the Company Operating Partnership may agree upon or as the Representatives may determine pursuant to Section 8 hereof, such date and time of delivery against payment being herein referred to as the "Firm “Closing Date"”. The Company Operating Partnership will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the Company's Operating Partnership’s transfer agent or registrar or warrant agent or of Prudential Securities Incorporated Citigroup Global Markets Inc. at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company Operating Partnership agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the CompanyOperating Partnership, at the purchase price specified in Schedule 1 hereto, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company Operating Partnership at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company Operating Partnership to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the purchase price therefor to the Company Operating Partnership in such funds as are specified in Schedule 1 hereto. Such delivery of and payment for the Firm Securities shall be made at the date, time and place identified in Schedule 1 hereto, or at such other date, time or place as the Representatives and the Company Operating Partnership may agree upon or as the Representatives may determine pursuant to Section 8 hereof, such date and time of delivery against payment being herein referred to as the "Firm Closing Date". The Company Operating Partnership will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the CompanyOperating Partnership's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated Citigroup Global Markets Inc. at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the Company, at the a purchase price specified in Schedule 1 heretoof $20.79 per share, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 1 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the purchase price therefor by wire transfer in same-day funds (the "Wired Funds") to the Company in such funds as are specified in Schedule 1 heretoaccount of the Company. Such delivery of and payment for the Firm Securities shall be made at the dateoffices of Messrs. Xxxxxx & Xxxxxx L.L.P., time and place identified in Schedule 1 hereto0000 Xxxxxx, Houston, Texas 77002, at 9:30 a.m., New York time, on June 22, 1999, or at such other dateplace, time or place date as the Representatives and the Company may agree upon or as the Representatives may determine pursuant to Section 8 9 hereof, such time and date and time of delivery against payment being herein referred to as the "Firm Closing Date". The Company will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the Company's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company Operating Partnership agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the CompanyOperating Partnership, at the purchase price specified in Schedule 1 hereto, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company Operating Partnership at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company Operating Partnership to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the purchase price therefor to the Company Operating Partnership in such funds as are specified in Schedule 1 hereto. Such delivery of and payment for the Firm Securities shall be made at the date, time and place identified in Schedule 1 hereto, or at such other date, time or place as the Representatives and the Company Operating Partnership may agree upon or as the Representatives may determine pursuant to Section 8 hereof, such date and time of delivery against payment being herein referred to as the "Firm “Closing Date". .” The Company Operating Partnership will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the Company's Operating Partnership’s transfer agent or registrar or warrant agent or of Prudential Securities Incorporated Citigroup Global Markets Inc. at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company Trust agrees to issue and sell to each of the UnderwritersUnderwriter, and each of the Underwriters, severally and not jointly, Underwriter agrees to purchase from the CompanyTrust, at the a purchase price specified in Schedule 1 heretoof $21.82 per share, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 heretoSecurities. One or more certificates in definitive form for the Firm Securities that the several Underwriters have Underwriter has agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request Underwriter requests upon notice to the Company Trust at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company Trust to the Representatives for the respective accounts account of the UnderwritersUnderwriter, against payment by or on behalf of the Underwriters Underwriter of the purchase price therefor by wire transfer in same-day funds (the "Wired Funds") to the Company in such funds as are specified in Schedule 1 heretoaccount of the Trust. Such delivery of and payment for the Firm Securities shall be made at the dateoffices of Battle Xxxxxx LLP, time and place identified in Schedule 1 hereto00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, at 9:30 A.M., New York time, on October 6, 1997, or at such other dateplace, time or place date as the Representatives Underwriter and the Company Trust may agree upon or as the Representatives may determine pursuant to Section 8 hereofupon, such time and date and time of delivery against payment being herein referred to as the "Firm Closing Date". ." The Company Trust will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives Underwriter at the offices in New York, New York of the CompanyTrust's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated the Underwriter at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company agrees Issuers agree to issue and sell to each of the UnderwritersInitial Purchasers, and each of the Underwriters, Initial Purchasers severally and not jointly, agrees to purchase from the CompanyIssuers, at the purchase price specified in Schedule 1 hereto97.5% of their principal amount, the number respective aggregate principal amounts of Firm the Securities set forth opposite their respective names on Exhibit C hereto. The obligations of the name of such Underwriter in Schedule 2 heretoInitial Purchasers under this Agreement are several and not joint. One or more certificates in definitive form for the Firm Securities that the several Underwriters Initial Purchasers have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request each Initial Purchaser requests upon notice to the Company at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company to the Representatives for the respective accounts of the UnderwritersCompany, against payment by or on behalf of the Underwriters Initial Purchasers of the purchase price therefor by wire transfer of immediately available funds net of the overnight cost of such funds to the account of the Company previously designated by it in such funds as are specified in Schedule 1 heretowriting. Such delivery of and payment for the Firm Securities shall be made at the dateoffices of Skadden, time and place identified in Schedule 1 heretoArps, Slate, Meagxxx & Xlom, 009 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, xx 9:00 a.m., New York time, on June 30, 1997, or at such other date, time or place date as the Representatives Initial Purchasers and the Company may agree upon or as the Representatives may determine pursuant to Section 8 hereofupon, such time and date and time of delivery against payment being herein referred to as the "Firm Closing Date". ." The Company will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives Initial Purchasers at the offices in New York, New York of the Company's transfer agent or registrar or warrant agent or of Prudential CIBC Wood Gundy Securities Incorporated Corp. at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company Operating Partnership agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the CompanyOperating Partnership, at the purchase price specified in Schedule 1 hereto, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company Operating Partnership at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company Operating Partnership to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the purchase price therefor to the Company Operating Partnership in such funds as are specified in Schedule 1 hereto. Such delivery of and payment for the Firm Securities shall be made at the date, time and place identified in Schedule 1 hereto, or at such other date, time or place as the Representatives and the Company Operating Partnership may agree upon or as the Representatives may determine pursuant to Section 8 hereof, such date and time of delivery against payment being herein referred to as the "Firm Closing Date". The Company Operating Partnership will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the CompanyOperating Partnership's transfer agent or registrar or warrant agent or of Prudential Chase Securities Incorporated Inc. at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth and therein set forth, the Company agrees to issue and sell to each of the UnderwritersUnderwriter, and each of the Underwriters, severally and not jointly, Underwriter agrees to purchase from the Company, at the a purchase price specified set forth in Schedule 1 hereto, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 heretoSecurities. One or more certificates in definitive form for the Firm Securities that the several Underwriters have Underwriter has agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request Underwriter requests upon notice to the Company at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company to the Representatives Underwriter for the respective accounts of the UnderwritersUnderwriter's account, against payment by the Underwriter or on the Underwriter's behalf of the Underwriters of the purchase price therefor by wire transfer in same-day funds (the "Wired Funds") to the Company in such funds as are specified in Schedule 1 heretoaccount of the Company. Such delivery of and payment for the Firm Securities shall be made at the date, time and place identified in Schedule 1 hereto, hereto or at such other dateplace, time or place date as the Representatives Underwriter and the Company may agree upon or as the Representatives Underwriter may determine pursuant to Section 8 hereof, such time and date and time of delivery against payment being herein referred to as the "Firm Closing Date". The Company will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives Underwriter at the offices in New York, New York of the Company's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated at such other place as the Underwriter and the Company may agree at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company Operating Partnership agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the CompanyOperating Partnership, at the purchase price specified in Schedule 1 hereto, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company Operating Partnership at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company Operating Partnership to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the purchase price therefor to the Company Operating Partnership in such funds as are specified in Schedule 1 hereto. Such delivery of and payment for the Firm Securities shall be made at the date, time and place identified in Schedule 1 hereto, or at such other date, time or place as the Representatives and the Company Operating Partnership may agree upon or as the Representatives may determine pursuant to Section 8 9 hereof, such date and time of delivery against payment being herein referred to as the "Firm “Closing Date". .” The Company Operating Partnership will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the Company's Operating Partnership’s transfer agent or registrar or warrant agent or of Prudential J.X. Xxxxxx Securities Incorporated Inc. at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company agrees to issue and sell to each of the UnderwritersPurchasers, and each of the Underwriters, severally and not jointly, Purchasers agrees to purchase from the CompanyCompany the number of Units, at the purchase price specified for such Units, each as set forth opposite the names of the Purchasers in Schedule 1 hereto, . The obligations of the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 heretoPurchasers under this Agreement are several and not joint. One or more certificates in definitive form for the Firm Securities that the several Underwriters Purchasers have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives Purchasers request upon notice to the Company at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company to the Representatives for the respective accounts of the UnderwritersPurchasers, against payment by or on behalf of the Underwriters Purchasers of the purchase price therefor by wire transfer (same-day funds), payable to or upon the order of the Company in such funds as are specified in Schedule 1 heretoimmediately available funds. Such delivery of and payment for the Firm Securities shall be made at the dateoffices of Cahill Gordon & Reindel, time and place identified in Schedule 1 hereto80 Pine Street, New York, Xxx Xxxx xx xr axxxx 0:00 X.X., Xxx Xxxx Xxxx xxxx, xx Xxxx 10, 1997, or at such other dateplace, time or place date as the Representatives Purchasers and the Company may agree upon or as the Representatives may determine pursuant to Section 8 hereofupon, such time and date and time of delivery against payment being herein referred to as the "Firm Closing Date". ." The Company will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives Purchasers at the offices in New York, New York of the Company's transfer agent or registrar or warrant agent or of Prudential BT Securities Incorporated Corporation at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company Operating Partnership agrees to issue and sell to each of the UnderwritersUnderwriter, and each of the Underwriters, severally and not jointly, Underwriter agrees to purchase from the CompanyOperating Partnership, at the purchase price specified in Schedule 1 hereto, the number of Firm Securities set forth opposite the name of such the Underwriter in Schedule 2 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have Underwriter has agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request Underwriter has requested upon notice to the Company at least 48 hours Operating Partnership prior to the Firm Closing Date, shall be delivered by or on behalf of the Company Operating Partnership to the Representatives Underwriter for the respective accounts account of the UnderwritersUnderwriter, against payment by or on behalf of the Underwriters Underwriter of the purchase price therefor to the Company Operating Partnership in such funds as are specified in Schedule 1 hereto. Such delivery of and payment for the Firm Securities shall be made at the date, time and place identified in Schedule 1 hereto, or at such other date, time or place as the Representatives Underwriter and the Company Operating Partnership may agree upon or as the Representatives may determine pursuant to Section 8 hereof, such date and time of delivery against payment being herein referred to as the "Firm Closing Date". The Company will make Operating Partnership has made such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives Underwriter at the offices in New York, New York of the CompanyOperating Partnership's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated the Underwriter at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company Operating Partnership agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the CompanyOperating Partnership, at the purchase price specified in Schedule 1 hereto, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company Operating Partnership at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company Operating Partnership to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the purchase price therefor to the Company Operating Partnership in such funds as are specified in Schedule 1 hereto. Such delivery of and payment for the Firm Securities shall be made at the date, time and place identified in Schedule 1 hereto, or at such other date, time or place as the Representatives and the Company Operating Partnership may agree upon or as the Representatives may determine pursuant to Section 8 hereof, such date and time of delivery against payment being herein referred to as the "Firm Closing Date". ." The Company Operating Partnership will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the CompanyOperating Partnership's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated Citigroup Global Markets Inc. at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the --------------------------------------------- representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the Company, at the a purchase price specified in Schedule 1 heretoof $________ per share, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 1 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the purchase price therefor by wire transfer in same-day funds (the "Wired Funds") to the Company in such funds as are specified in Schedule 1 heretoaccount of the Company. Such delivery of and payment for the Firm Securities shall be made at the dateoffices of Pillsbury Madison & Sutro LLP, time and place identified in Schedule 1 hereto000 Xxxxxxxxxx Xxxxxx, San Francisco, California at 9:30 A.M., New York time, on __________, 1999 or at such other dateplace, time or place date as the Representatives and the Company may agree upon or as the Representatives may determine pursuant to Section 8 9 hereof, such time and date and time of delivery against payment being herein referred to as the "Firm Closing Date". The Company will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the Company's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, (i) the Company agrees to issue and sell to Firm Securities, (ii) each of the Underwriters, and each of the Underwriters, severally and not jointly, Underwriters agrees to purchase from the Company, Company at the a purchase price specified in Schedule 1 heretoof [$ ] per share, the an aggregate number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 1 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunderhereunder from the Company, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the aggregate purchase price therefor by wire transfer in same day funds (the "Wired Funds") to the Company in such funds as are specified in Schedule 1 heretoaccount of the Company. Such delivery of and payment for the Firm Securities shall be made at the dateoffices of Cruttenden Xxxx Incorporated, time and place identified in Schedule 1 hereto00000 Xxx Xxxxxx, Suite 100, Irvine, California 92715, at 6:30 a.m., Pacific time, on June _____, 1998, or at such other dateplace, time or place date as the Representatives and the Company may agree upon or as the Representatives may determine pursuant to Section 8 9 hereof, such time and date and time of delivery against payment being herein referred to as the "Firm Closing Date". ." The Company will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the Company's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated at least 24 hours prior to the Firm Closing DateDate or, if available, will coordinate the transfer of the Firm Securities to the Underwriters through the book-entry facilities of the Depository Trust Company.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, (i) the Company agrees to issue and sell to 1,750,000 Firm Securities, (ii) each of the Underwriters, and each of the Underwriters, severally and not jointly, Underwriters agrees to purchase from the Company, Company at the a purchase price specified in Schedule 1 heretoof [$ ] per share, the an aggregate number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 1 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunderhereunder from the Company, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the aggregate purchase price therefor by wire transfer in same day funds (the "Wired Funds") to the Company in such funds as are specified in Schedule 1 heretoaccount of the Company. Such delivery of and payment for the Firm Securities shall be made at the dateoffices of Cruttenden Xxxx Incorporated, time and place identified in Schedule 1 hereto00000 Xxx Xxxxxx, Xxxxx 000, Xxxxxx, Xxxxxxxxxx 00000, at 6:30 a.m., Pacific time, on December _____, 1997, or at such other dateplace, time or place date as the Representatives and the Company may agree upon or as the Representatives may determine pursuant to Section 8 9 hereof, such time and date and time of delivery against payment being herein referred to as the "Firm Closing Date". ." The Company will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the Company's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated at least 24 hours prior to the Firm Closing DateDate or, if available, will coordinate the transfer of the Firm Securities to the Underwriters through the book-entry facilities of the Depository Trust Company.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the Company, at the a purchase price specified in Schedule 1 heretoof $________ per share, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 A hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the purchase price therefor by wire transfer in same-day funds (the "Wired Funds") to the Company in such funds as are specified in Schedule 1 heretoaccount of the Company. Such delivery of and payment for the Firm Securities shall be made at the dateoffices of Stroock & Stroock & Xxxxx LLP, time and place identified in Schedule 1 hereto000 Xxxxxx Xxxx, Xxx Xxxx, Xxx Xxxx 00000 at 9:30 A.M., New York time, on September __, 1997, or at such other dateplace, time or place date as the Representatives and the Company may agree upon or as the Representatives may determine pursuant to Section 8 9 hereof, such time and date and time of delivery against payment being herein referred to as the "Firm Closing Date". The Company will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the Company's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the Company, at the a purchase price specified in Schedule 1 heretoof $_____ per share, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 1 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such 10 11 denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the purchase price therefor by wire transfer in same-day funds (the "Wired Funds") to the Company in such funds as are specified in Schedule 1 heretoaccount of the Company. Such delivery of and payment for the Firm Securities shall be made at the dateoffices of Cleary, time and place identified in Schedule 1 heretoGottlieb, Steex & Xamixxxx, Xxe Liberty Plaza, New York, New York, at 9:30 A.M., New York time, on ____, 1998, or at such other dateplace, time or place date as the Representatives and the Company may agree upon or as the Representatives may determine pursuant to Section 8 9 hereof, such time and date and time of delivery against payment being herein referred to as the "Firm Closing Date". The Company will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the Company's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the Company, at the purchase price specified in Schedule 1 hereto, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the purchase price therefor to the Company in such funds as are specified in Schedule 1 hereto. Such delivery of and payment for the Firm Securities shall be made at the date, time and place identified in Schedule 1 hereto, or at such other date, time or place as the Representatives and the Company may agree upon or as the Representatives may determine pursuant to Section 8 hereof, such date and time of delivery against payment being herein referred to as the "Firm Closing Date". The Company will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the Company's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated Wheat First Securities, Inc. at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the Company, at the a purchase price specified in Schedule 1 heretoof $_____ per share, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 1 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request requests upon notice to the Company at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the aggregate purchase price therefor by wire transfer in same day funds (the "Wired Funds") to the Company in such funds as are specified in Schedule 1 heretoaccount of the Company. Such delivery of and payment for the Firm Securities shall be made at the dateoffices of Snelx & Xilmxx X.X.P., time and place identified in Schedule 1 heretoOne Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxx 00000-0000 xx 9:30 A.M., Phoenix, Arizona time, on __________, 1996, or at such other dateplace, time or place date as the Representatives and the Company may agree upon or as the Representatives may determine pursuant to Section 8 9 hereof, such time and date and time of delivery against payment being herein referred to as the "Firm Closing Date". ." The Company will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the Company's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated at least 24 hours prior to the Firm Closing DateDate or, if available, will coordinate the transfer of the Firm Securities to the Underwriters through the facilities of the Depository Trust Company.

Purchase Sale and Delivery of the Securities. (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the Company, at the a purchase price specified in Schedule 1 heretoof $________ per share, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 1 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the purchase price therefor by wire transfer in same-day funds (the "Wired Funds") to the Company in such funds as are specified in Schedule 1 heretoaccount of the Company. Such delivery of and payment for the Firm Securities shall be made at the dateoffices of Fulbright & Xxxxxxxx L.L.P., time and place identified in Schedule 1 hereto000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 at 9:30 A.M., New York time, on __________, 1997, or at such other dateplace, time or place date as the Representatives and the Company may agree upon or as the Representatives may determine pursuant to Section 8 9 hereof, such time and date and time of delivery against payment being herein referred to as the "Firm Closing Date". The Company will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the Company's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated at least 24 hours prior to the Firm Closing Date.

Purchase Sale and Delivery of the Securities. (a) On the basis --------------------------------------------- of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the Company, at the a purchase price specified in Schedule 1 heretoof $____ per share, the number of Firm Securities set forth opposite the name of such Underwriter in Schedule 2 1 hereto. One or more certificates in definitive form for the Firm Securities that the several Underwriters have agreed to purchase hereunder, and in such denomination or denominations and registered in such name or names as the Representatives request upon notice to the Company at least 48 hours prior to the Firm Closing Date, shall be delivered by or on behalf of the Company to the Representatives for the respective accounts of the Underwriters, against payment by or on behalf of the Underwriters of the purchase price therefor by wire transfer in same-day funds (the "Wired Funds") to the Company in such funds as are specified in Schedule 1 heretoaccount of the Company. Such delivery of and payment for the Firm Securities shall be made at the dateoffices of Xxxxx & Xxxxx, time and place identified in Schedule 1 heretoL.L.P. ("Counsel for the Underwriters"), Xxx Xxxxx Xxxxx, 000 Xxxxxxxxx, Xxxxxxx, Xxxxx 00000, at 10:00 a.m., Houston, time, on ___, 1997, or at such other dateplace, time or place date as the Representatives and the Company may agree upon or as the Representatives may determine pursuant to Section 8 9 hereof, such time and date and time of delivery against payment being herein referred to as the "Firm Closing Date". ." The Company will make such certificate or certificates for the Firm Securities available for checking and packaging by the Representatives at the offices in New York, New York of the Company's transfer agent or registrar or warrant agent or of Prudential Securities Incorporated at least 24 hours prior to the Firm Closing Date.