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Closing Conditions
Closing Conditions contract clause examples
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Closing. The closing of each of: # the effectiveness of the amendments to the Original Notes as contemplated in Section 1, and # the conversion of the Original Notes by the as contemplated in Section 2 (the “Closing”), shall be deemed to occur simultaneously and take place at 9:00 A.M. on the date hereof, at the offices of Paul Hastings LLP, 1117 S. California Avenue, Palo Alto, California 94304, or at such other time or place as the parties hereto may mutually agree, upon the physical or electronic exchange among the parties and their counsel of all documents and deliverables required under this Agreement. From and after the Closing, the Amended Notes shall solely represent the right to receive the Note Shares hereunder, no amounts shall remain outstanding under the Amended Notes and the Amended Notes shall be cancelled and otherwise be of no further force or effect.

Closing. Closing (the “Closing”) shall occur within ten (10) days after expiration of the Pre-Closing Period or ten (10) days after Buyer receives written confirmation and verification that the Initial Dedications have been made and accepted, whichever is earlier (“Closing Date”), subject to the Property being delivered in compliance with all terms herein and the satisfaction and fulfillment of all other pre-Closing conditions and obligations stated herein.

Closing. Upon the terms and subject to the conditions hereof, the consummation of the transaction contemplated by this Agreement (the “Closing”) shall take place via electronic and overnight deliveries, or as the parties mutually agree, on the fifth business day after the date on which all conditions to the Closing set forth in Article VI (other than those conditions that by their nature are to be satisfied at the Closing but subject to the fulfillment or waiver of those conditions) have been satisfied or waived, or at such other time and place as the parties agree; provided, however, that the Closing shall not occur any later than June 30, 2019 (the “Outside Closing Date”). The date upon which the Closing occurs is herein referred to as the “Closing Date”.

Closing. Upon all of the conditions set forth herein, a closing shall occur by the electronic exchange of documents, or such other location or manner as the parties shall mutually agree. At the Closing, contingent upon Seller’s receipt of the Purchase Price, the Company is authorized to transfer on its books and record the Securities to Purchaser.

Closing. Subject to the terms and conditions of this Agreement, the consummation of the transactions contemplated by this Agreement shall take place at a closing (the “Closing”) to be held two (2) business days after the Effective Date (the “Closing Date”), or such later date as agreed to by the parties in writing.

Closing. The Closing of the purchase and sale of the Company Shares shall occur upon the satisfaction or waiver of all conditions set forth below, but no later than 5 PM PST on the June 30, 2021, or such other date as may be determined by the parties (the “Closing Date”).

Closing. The closing of the transactions contemplated by this Agreement (the “Closing”) shall occur on the Closing Date at such location as may be agreed to by the parties (including via exchange of electronic signatures).

Closing. The completion of the purchase and sale of Property (“Closing"), shall take place on December 29, 2021, or to a date mutually agreed upon by Seller and Purchaser (“Closing Date”). The Closing shall be closed through an escrow with the Title Company in accordance with the provisions of the usual form of New York-style Deed and Money Escrow Agreement with provisions inserted in the escrow agreement as may be required to conform with this Contract. Upon the creation of such an escrow, anything herein to the contrary notwithstanding, the payment of the balance of the Purchase Price and delivery of deed and other documents required to be delivered by this Contract, shall be made through the escrow. The cost of the escrow shall be divided equally between the Parties. The Purchaser and Seller shall execute any documents required by the Title Company.

Closing. The Closing will take place when the last of the conditions set forth in Article III are satisfied or waived and at a date, time and place (the “Closing Date”) to be mutually agreed upon by the Parties hereto. At the Closing:

Closing. On the 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 Purchasers, severally and not jointly, agree to purchase, an aggregate of $5,000,000 of Shares and Warrants. Each Purchaser’s Subscription Amount set forth on the signature page hereto executed by such Purchaser shall be made available for “Delivery Versus Payment” settlement with the Company. The Company shall deliver to each Purchaser its respective Shares and a Warrant as determined pursuant to Section 2.2(a), and the Company and each Purchaser shall deliver the other items set forth in Section 2.2 deliverable at the Closing. Upon satisfaction of the covenants and conditions set forth in [Sections 2.2 and 2.3], the Closing shall occur at the offices of SRFF or such other location as the parties shall mutually agree. Unless otherwise directed by the Placement Agent, settlement of the Shares shall occur via “Delivery Versus Payment” (“DVP”) (i.e., on the Closing Date, the Company shall issue the Shares registered in the Purchasers’ names and addresses and released by the Transfer Agent directly to the account(s) at the Placement Agent identified by each Purchaser; upon receipt of such Shares, the Placement Agent shall promptly electronically deliver such Shares to the applicable Purchaser, and payment therefor shall be made by the Placement Agent (or its clearing firm) by wire transfer to the Company).

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