The obligations of the Company hereunder in connection with the Closing are subject to the following conditions being met:
The obligation hereunder of the Subscriber to acquire and pay for the Purchased Shares is subject to the satisfaction or waiver, at or before the Closing, of each of the conditions set forth below. These conditions are for the Subscriber’s sole benefit and may be waived by the Subscriber at any time in its sole discretion.
Closing Conditions. The obligation of the Company to purchase the Shares at the Shares Closing under this Agreement shall be subject in all respects to the consummation of the Business Combination, such Shares being free and clear of all liens and other encumbrances as of the Shares Closing and such Shares being continuously held by the Investors from the closing of the Business Combination through the Put Date.
#[[Organization B:Organization]] and the Shareholders Closing of the Acquisition are contingent upon the following conditions precedent, or their waiver thereof:
Closing Conditions. All obligations of the Purchaser and Seller to consummate the purchase and sale of Membership Units are subject to the fulfillment of each of the following conditions, except in the event the parties hereto shall all waive one or more of such conditions in writing:
The obligations of each of the Depositary and Buyer to effect the Closing are subject to the absence of any preliminary or permanent injunction, temporary or permanent restraining order or decree issued by any court, governmental authority or regulatory agency of competent jurisdiction restraining or prohibiting the Closing, making the transactions contemplated by this Agreement illegal or causing any of the transactions contemplated by this Agreement to be rescinded following completion thereof.
Closing Conditions. This Amendment shall be deemed effective as of the date set forth above (the “Amendment Effective Date”) upon satisfaction of the following conditions (in form and substance reasonably acceptable to the Agent):
Conditions Precedent to Closing by . The obligation of to consummate the Transaction is subject to the satisfaction or written waiver of the conditions set forth below. The Closing of the Transaction contemplated by this Agreement will be deemed to mean a waiver of all conditions to Closing. These conditions precedent are for the benefit of and may be waived by in its sole discretion.
Closing. Upon the terms and subject to the satisfaction of the conditions contained in this Agreement, the closing of the transaction contemplated by this Agreement (the “Closing”) will take place at the offices of Morrison & Foerster LLP, 250 W. 55th St., at prevailing Eastern Time or remotely upon the electronic exchange of signatures as soon as practicable after the date on which the conditions set forth in [Article VII] have been satisfied
Closing. Unless this Agreement shall have been terminated and the transactions herein contemplated shall have been and subject to the satisfaction or waiver of the conditions set forth in [Article VI], the closing of the Acquisition (the "Closing") will take place at on the business day after satisfaction of the conditions set forth in [Article VI] (or as soon as practicable thereafter following satisfaction or waiver of the conditions set forth in [Article VI]) (the "Closing Date"), at the Hong Kong corporate officers, Smart-Space 3F, Level 9, Cyberport 3, 100 Cyberport Road, Hong Kong, unless another date, time or place is agreed to in writing by the parties hereto.
Closing. The closing of the transactions contemplated by this Agreement (the “Closing”) shall take place electronically by the mutual exchange of facsimile or portable document format (.PDF) signatures, commencing at 10:00 a.m. New York City time on the first calendar day of the month on or following the first date upon which all conditions to Closing set forth in Article 5 have been satisfied (other than those conditions that by their nature are to be satisfied by actions taken at the Closing) or waived, or as otherwise mutually agreed to by the Parties (the “Closing Date”). All transactions contemplated herein to occur on and as of the Closing Date shall be deemed to have occurred simultaneously and to be effective as of 12:01 a.m. New York City time on such date.
CLOSING. The consummation of the transaction contemplated hereunder (“Closing”) shall take place, by means of a customary deed and money escrow (the “Closing Escrow”) established with Escrowee as escrow agent, on October 31, 2017, or such earlier date as the parties may mutually agree upon. As used herein, the term “Closing Date” shall mean the day of the Closing. The Closing shall be a so-called “New York style” closing where any Title Policies are provided to Purchaser at Closing even though the Deed has not yet been recorded (which Title Policies may be provided in the form of a customary, so called “mark-up” of a title insurance commitment, along with customary agreements from Title Company regarding issuance of coverage at Closing). Sellers shall provide any so-called “gap” undertaking (in a form reasonably acceptable to Sellers) which may be required by Title Company in order for such “New York style” closing to occur.
Closing. Upon satisfaction of the conditions set forth herein, a closing shall occur at the principal offices of , or such other location as the parties shall mutually agree (the “Closing”). At Closing, shall surrender the Exchange Securities and shall deliver to the Series L Preferred Shares, in such amounts as are set forth on [Schedule A]. Upon Closing, any and all obligations of to under the Exchange Securities shall be fully satisfied and will have no remaining rights, powers, privileges, remedies or interests under the Exchange Securities.
Closing. The USMS and the Purchaser will reasonably cooperate in mutually agreeing upon a date (the “Closing Date”) to consummate the transaction contemplated by this Agreement (the “Closing”) that satisfies the regulatory and convenience needs of both Parties, but in any event said date shall be no later than four business days following the execution of this Agreement by both parties and the satisfaction (or waiver) of the conditions set forth in [Section 5] of this Agreement. The Purchaser will initiate the Closing by delivering an amount in cash equal to the Purchase Price to the USMS on the Closing Date via wire transfer, pursuant to wire transfer instructions provided by the USMS. The USMS shall direct its custodian broker to electronically deliver the Shares to the brokerage account specified by the Purchaser upon receipt by the USMS of the wire transfer of an amount in cash equal to the Purchase Price. The foregoing Closing Date notwithstanding, for tax and accounting purposes, the transaction shall be considered closed upon the delivery of the Shares to the Purchaser’s account.
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. The “Closing” of the transactions undertaken herein will take place on the Closing Date determined pursuant to the terms of the Merger Agreement (the “Merger Closing Date”) and simultaneous with the Closing of the Merger.
Closing. The closing shall take place, subject to the terms and conditions of this Agreement, no later than December 31, 2015 (the “Closing”).
Closing. “Closing” shall mean the closing of the transaction contemplated by this Agreement.
AllDrafts is a cloud-based editor designed specifically for contracts. With automatic formatting, a massive clause library, smart redaction, and insanely easy templates, it’s a welcome change from Word.
And AllDrafts generates clean Word and PDF files from any draft.