Manner of Purchase Sample Clauses

Manner of Purchase. The Trustee shall timely subscribe to purchase the Shares the ESOP is permitted to purchase in the Conversion pursuant to the Bank's Plan of Conversion. The Trustee shall draw upon the Trust Loan and use the proceeds thereof to purchase the number of Shares the ESOP may purchase in the Offering, simultaneously with consummation of the Conversion.

Manner of Purchase. (a) At the Option Closing, Grantee shall pay to Grantor the Purchase Price for the Option Shares to be purchased by cash, wire transfer or other immediately available funds. If Grantee has received Notice of an Event of Default (as defined in the Note) that is continuing, Grantee shall be entitled to hold the Purchase Price in trust for the benefit of Berkshire and/or Grantor until (a) Grantee has received joint instructions from Berkshire and Grantor as to the payment of the Purchase Price, (b) there is a final order of a court of competent jurisdiction directing the parties as to payment of the Purchase Price, or (c) Grantee deposits the Purchase Price for the Option Shares with said court, pending a final decision of such controversy. In any such event, the Option shall be deemed fully and properly exercised and all rights to the Option Shares shall be vested in Grantee. (b) Upon the receipt of the Purchase Price, Grantor shall execute and deliver to Grantee such instruments as are necessary and proper or may be required by Grantee's transfer agent to transfer full and complete title to the Option Shares to be transferred to the Grantee, free and clear of all liens and encumbrances. Grantor hereby agrees that upon receipt of the Purchase Price, it shall promptly take all actions necessary or appropriate as may be reasonably requested by Grantee or its transfer agent to effect the transfer of record and beneficial ownership to such Option Shares so purchased on the books and records of Grantee.

Manner of Purchase. 10 Section 7.3

Manner of Purchase. Except as provided in Section 8.04, all insurance shall be purchased from insurance companies and in forms and amounts Approved by the Board and approved by each Mortgagee and shall include but not be limited to the coverages required by this Article. The cost of any insurance coverage which may be required by a Unit Mortgagee in excess of that which may otherwise be required by this Article or Approved by the Board, and which cannot be placed separately by the Unit Owner, shall be paid by the Unit Owner of the Condominium subject to such indebtedness as a Special Assessment.

Manner of Purchase. The purchase of the Class A Shares described in Section 5.2(a) shall be effected (i) by Wynn International or its designee in the manner prescribed in the Option Agreement, or (ii) by the Company or its designee giving Notice to the outgoing Executive Director or such Person’s estate after the occurrence of an event described in Section 5.2(a), specifying the place, date, and time at which payment shall be made to the outgoing Executive Director or such Person’s estate, personal representative or successor in interest, as the case may be, for the Class A Shares. On that date, and at that place and time, Wynn International, the Company or the relevant designee, who shall be designated as the replacement Executive Director, shall deliver the purchase price for the Class A Shares, determined in the manner provided in Section 5.2(b), to the outgoing Executive Director or such Person’s estate, personal representative or successor in interest, as the case may be, in cash or by registered or certified check, and all of the Class A Shares, together with all stock powers and other signed documents deemed by Wynn International, the Company or the relevant designee, as the case may be, to be necessary to transfer the Class A Shares, shall be delivered to Wynn International, the Company or the relevant designee, as the case may be, by the outgoing Executive Director or such Person’s estate, personal representative or successor in interest.

Manner of Purchase. (a) The closing with respect to the Initial Purchase (the "Initial Closing") shall take place on or before December 31, 1996 or such other date mutually agreed upon by ▇▇▇▇▇ and Seller. Thereafter, Buyer shall have the right, at its sole option, to exercise its option with respect to the Option Property in accordance with Paragraph 2(b) below during the period commencing on -------------- the date of the consummation of the Initial Closing and continuing through December 31, 2003 (the "Option Period"), on which date this Agreement shall terminate and Buyer shall have no further rights to acquire any portion of the Option Property; provided, however, that no Option Effective Date (as defined in Paragraph 2(b) herein) shall be less than 120 days prior to the expiration of --------------------- the Option Period. Each closing with respect to all or a portion of the Option Property shall be referred to herein as a "Closing." Commencing with the Initial Closing and continuing until such time as ▇▇▇▇▇'s option rights on the Option Property are terminated pursuant to this Agreement, ▇▇▇▇▇ agrees that it shall be responsible for payment of all real estate taxes, personal property taxes, ad valorem taxes, rollback taxes, general and special assessments, or any other taxes imposed or levied against the Option Property. ▇▇▇▇▇ and ▇▇▇▇▇▇ agree to prorate such charges as of the date of termination of Buyer's option rights with respect to any portion of the Option Property not purchased by Buyer, with Buyer being responsible for all such taxes for the calendar year in which such termination occurs through the date of termination, and Seller being responsible for all such taxes after the effective date of such termination. Seller shall provide to Buyer a statement setting forth all such taxes with respect to the Option Property, together with supporting documentation, at least thirty (30) days prior to such taxes becoming first due. If the Option Property is a separately assessed tax parcel, Buyer shall remit such amount directly to the applicable taxing authority prior to such taxes becoming delinquent; if the Option Property is part of a larger tax parcel, Buyer shall pay the taxes with respect to the Option Property to Seller prior to the date on which same would become delinquent. Buyer shall have the right to protest the amount of such taxes with respect to the Option Property so long as Buyer escrows the contested tax amount with a third party escrow agent or as ot...

Manner of Purchase. 5.1 For a period of 30 days after receipt of the Offer by a Shareholder or the representative of a Shareholder, the other Shareholders shall have the right to accept the Offer and purchase all or any part of the Restricted Shares being offered (the "Offered Shares") as described below. If the Offer is from a Shareholder holding Restricted Shares acquired from an Initial Shareholder, or in a chain of transactions starting with an Initial Shareholder, the Initial Shareholder from whom the Shareholder acquired the Restricted Shares either directly or in a chain of transactions shall have the first right until the expiration of 15 days after receipt of the Offer to accept the Offer and purchase all or any part of the Offered Shares. If such Initial Shareholder chooses not to purchase all of the Offered Shares prior to the expiration 15 days after receipt of the Offer, the Initial Shareholder shall so notify the other Shareholders, whereupon the other Shareholders shall have the right until the expiration of 25 days after receipt of the Offer to accept the Offer and purchase up to their pro rata part of the remaining Offered Shares. In the event that any of the Shareholders fail to purchase their pro rata share of the Offered Shares prior to the expiration of the 25th day after receipt of the Offer, they shall notify all of the other Shareholders, who then shall have the right to purchase any part of those remaining Offered Shares, on a pro rata basis. Only if the Offer is not accepted by the Shareholders as permitted hereunder within 30 days, may any remaining unpurchased Offered Shares be transferred in accordance with the provisions of the original notice. 5.2 Offered Shares purchased pursuant to this Article III shall be purchased at the lesser of the purchase price proposed in the Offer or the Fair Market Value at the applicable Date of Determination. The purchase price shall be payable upon substantially equivalent terms as set forth in the Offer or, at the option of the purchaser thereof, once an Initial Shareholder or his Family's aggregate sales of Offered Shares during any calendar year exceed $100,000, by delivery of a certified or cashiers check equal to twenty percent (20%) of the purchase price of the Offered Shares and a promissory note (the "Note") in substantially the form attached hereto and made a part hereof as Exhibit B, which shall be in the principal amount equal to the balance of such purchase price and shall be payable in twenty (20) su...

Manner of Purchase. The purchase of the Class A Shares described in Section 6.4(a) shall be effected by the Company giving Notice to the former Executive Director or his estate within ninety (90) days after the occurrence of an event described in Section 6.4(a), specifying the place, date (within ninety (90) days after the date of such Notice), and time at which payment shall be made to the former Executive Director or his estate, personal representative, or successor in interest, as the case may be, for the Class A Shares. On that date, and at that place and time, the Company or its assignee, who shall be designated as the replacement Executive Director, shall deliver the purchase price for the Class A Shares, determined in the manner provided in Section 6.4(b), to the former Executive Director or his estate, personal representative, or successor in interest, as the case may be, in cash or by registered or certified check, and all of the Class A Shares, together with any stock powers, shall be delivered to the Company by the former Executive Director or his estate, personal representative, or successor in interest.

Manner of Purchase. (a) Distributor shall purchase North American Products on a FOB basis from ICI's Milford, Delaware warehouse. Distributor shall order North American Products by issuing a purchase order to ICI as indicated by ICI from time to time. The lead times for availability of North American Products once a purchase order is received are as indicated at time of order acceptance by ICI. Payment will be made by check or wire transfer to ICI within 45 days after shipping has been made. (b) Distributor shall purchase Offshore Products directly from the manufacturers and offshore sources designated by ICI from time to time during the term of this Agreement based on ICI's arrangements with such manufacturers and sources (the "Offshore Sources"). Distributor acknowledges and agrees that all information respecting ICI's and/or the Rights Holder's foreign sourcing and manufacturing information is highly confidential information of ICI and/or the Rights Holder and Distributor cannot and shall not use such information or any part thereof for any purpose during the term of this Agreement and thereafter other than acquiring Products to be sold under this Agreement. Distributor agrees that it shall be solely responsible for meeting all requirements for purchase from the Offshore Sources, including without limitation the issuance of purchase orders, establishment of letters of credit or other payment guarantees, the meeting of minimum volume commitments and the provision of the required import/export/duties documentation. With respect to purchases of Products, ICI will make reasonable efforts to assist Distributor in obtaining requested delivery dates and other desirable product commitments from the sources.