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SEC Filings

S-1/A
JONES LANG LASALLE INC filed this Form S-1/A on 07/11/1997
Entire Document
 
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          5.   Payment and Delivery.  Payment for the Firm Shares shall be made
by wire transfer of immediately available funds to an account designated by the
Company against delivery of such Firm Shares for the respective accounts of the
several Underwriters at 10:00 A.M., New York City time, on __________, 1997, or
at such other time on the same or such other date, not later than __________,
1997, as shall be designated in writing by you.  The time and date of such
payment are hereinafter referred to as the "Closing Date."

          Payment for any Additional Shares shall be made to the Selling
Shareholder by wire transfer of immediately available funds to an account
designated by the Selling Shareholder against delivery of such Additional Shares
for the respective accounts of the several Underwriters at 10:00 A.M., New York
City time, on the date specified in the notice described in Section 3 or at such
other time on the same or on such other date, in any event not later than
__________, 1997, as shall be designated in writing by the U.S. Representatives.
The time and date of such payment are hereinafter referred to as the "Option
Closing Date."

          Certificates for the Firm Shares and Additional Shares shall be in
definitive form and registered in such names and in such denominations as you
shall request in writing not later than one full business day prior to the
Closing Date or the Option Closing Date, as the case may be.  The certificates
evidencing the Firm Shares and Additional Shares shall be delivered to you on
the Closing Date or the Option Closing Date, as the case may be, for the
respective accounts of the several Underwriters, with any transfer taxes payable
in connection with the transfer of the Shares to the Underwriters duly paid,
against payment of the Purchase Price therefor.

          6.   Conditions to the Underwriters' Obligations.  The obligations of
the Sellers to sell the Shares to the Underwriters and the several obligations
of the Underwriters to purchase and pay for the Shares on the Closing Date are
subject to the condition that the Registration Statement shall have become
effective not later than 3:00 p.m. (New York City time) on the date hereof.

          The several obligations of the Underwriters are subject to the
following further conditions:

          (a) Subsequent to the execution and delivery of this Agreement and
     prior to the Closing Date there shall not have occurred any change, or any
     development reasonably likely to result in a change, in the condition,
     financial or otherwise, or in the earnings, business or operations of the
     Companies and their subsidiaries, taken as a whole, from that set forth in
     the Prospectus (exclusive of any amendments or supplements thereto
     subsequent to the date of this Agreement) that, in your judgment, is
     material and adverse and that makes it, in your judgment, impracticable to
     market the Shares on the terms and in the manner contemplated in the
     Prospectus.

          (b) The Underwriters shall have received on the Closing Date one or
     more certificates, dated the Closing Date and signed by an executive
     officer of the Company, 

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