Simultaneous Signing and Closing Sample Clauses

Simultaneous Signing and Closing. The transactions contemplated by this Agreement shall be consummated on the date hereof (such event referred to as the "Closing" and the date of such Closing, the "Closing Date"). At the Closing, the Investor shall surrender to the New York office of Ropes & Xxxx LLP, counsel to the Company, at 000 Xxxxx Xxxxxx, Xxxxx 0000, Xxx Xxxx, Xxx Xxxx 00000, the Note and Initial Warrants held by the Investor or in lieu of the foregoing an indemnification undertaking reasonably satisfactory to the Company. On the Closing Date and as a condition to the Closing, the Company shall have entered into a separate but substantially identical redemption, amendment and exchange agreement with the Other Investor (the "Other Investor Agreement") and shall consummate the transactions contemplated by the Other Investor Agreement concurrently with the consummation of the transactions contemplated by this Agreement.
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Simultaneous Signing and Closing. The Parties intend that the transactions provided for in this Agreement shall close simultaneously with the signing of this Agreement. Upon signing of this Agreement there are no conditions to either Party’s obligations to complete, conclude, and close the transactions provided for in this Agreement. This Agreement and the Transaction Documents shall be deemed effective and delivered as of the Closing.
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Simultaneous Signing and Closing. The signing and closing of this Agreement shall occur on the same date ("Closing Date") and shall take place at the offices of the officiating Notary in Essen or at such other location as mutually agreed upon by the Parties, where the Closing Actions, the occurrence of which in their entirety shall constitute the "Closing", shall be taken as set forth in Section 5.2 below.
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Simultaneous Signing and Closing. The closing of the sale and purchase of the Securities shall be held at the offices of Willxxx Xxxx & Xallxxxxx, 00-20 xxx xx xx Xxxxx x'Xveque, 75000 Xxxxx, Xxxxxx, xxmediately upon signature of this Agreement (the "Closing").
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Simultaneous Signing and Closing. The Transactions shall take place at a closing (the “Closing”) to be managed by the electronic exchange of documents, contemporaneously with the execution and delivery of this Agreement on the date first above written, or at such other time or on such other date as the Parties mutually may agree in writing. The day on which the Closing takes place is referred to as the “Closing Date.” The Parties agree to effectuate the Transactions (each of which shall be (a) conditioned upon the closing (or, in the case of the ATM Offering, the commencement) of each other Transaction, and (b) effective as of the Closing Date) as follows:
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Simultaneous Signing and Closing. The sale and purchase of the Shares shall take place at a closing (the “Closing”) to be managed by the remote exchange of documents, simultaneously with the execution and delivery of this Agreement on the date first above written, or at such other time or on such other date as the Sellers’ Representative and the Buyer mutually may agree in writing. The day on which the Closing takes place is referred to as the “Closing Date.”
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Simultaneous Signing and Closing. The closing of the purchase and sale of the Acquired Assets and the other transactions contemplated hereby (the “Closing”) shall take place on the date hereof (the “Closing Date”), simultaneously with the parties’ execution of this Agreement at such place as may be agreed to by the Buyer and the Seller.
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Simultaneous Signing and Closing 
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Related to Simultaneous Signing and Closing

  • Simultaneous Closing The Formation Transactions shall close simultaneously with the closing of the IPO and the receipt of the net proceeds of the IPO by the Company (the “Closing”). The date on which the Formation Transactions close shall be the “Closing Date.”

  • Simultaneous Closings 35 Section 9.9

  • Closing and Closing Deliveries 22 8.1 Closing........................................................................................22 8.2

  • CLOSING AND CLOSING DATE 3.1. The Closing Date shall be December 3, 2005, or such other date as the parties may agree. All acts taking place at the Closing shall be deemed to take place simultaneously as of immediately after the close of business on the Closing Date unless otherwise agreed to by the parties. The close of business on the Closing Date shall be as of 4:00p.m.,

  • Closing and Closing Documents 24 ----------------------------- 11.1. Closing....................................................... 24 ------- 11.2. Seller's Deliveries........................................... 26 ------------------- 11.3. Purchaser's Deliveries........................................ 26 ---------------------- 11.4. Prorations.................................................... 27 ---------- 11.5. Document Preparation and Closing Costs........................ 28 -------------------------------------- 11.6. Reconciliation and Final Payment.............................. 28 -------------------------------- 11.7.

  • Escrow and Closing 8.1 Upon acceptance hereof by Seller, this Agreement, including any counter-offers incorporated herein by the Parties, shall constitute not only the agreement of purchase and sale between Buyer and Seller, but also instructions to Escrow Holder for the consummation of the Agreement through the Escrow. Escrow Holder shall not prepare any further escrow instructions restating or amending the Agreement unless specifically so instructed by the Parties or a Broker herein. Subject to the reasonable approval of the Parties, Escrow Holder may, however, include its standard general escrow provisions.

  • Conditions and Closing 4.1 The Closing Date will occur on such date as may be determined by the Issuer in its sole discretion. The Issuer may, at its discretion, elect to close the Offering in one or more closings.

  • Purchase and Closing (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 a purchase price of $___ per Share (the "Purchase Price"), the number of Firm Shares set forth opposite the name of such Underwriter in Schedule 1 hereto. [Firm Shares shall be registered by [ChaseMellon Shareholder Services, Inc.] in the name of the nominee of the Depository Trust Company ("DTC"), Cede & Co. ("Cede & Co."), and credited to the accounts of such of its participants as the Representatives shall request, upon notice to the Company at least 48 hours prior to the First Closing Date (as defined below)], with any transfer taxes payable in connection with the transfer of the Firm Shares to the Underwriters duly paid, against payment by or on behalf of the Underwriters to the account of the Company of the aggregate Purchase Price therefor by wire transfer in immediately available funds. The Company will make the certificate or certificates for the Firm Shares 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 of the Representatives at least 24 hours prior to the First Closing Date. Delivery or registry of and payment for the Firm Shares shall be made at the offices of Brobxxx Xxxexxx & Xarrxxxx XXX, Two Embarcadero Place, 2200 Xxxx Xxxx, Xxxx Xxxx, Xxxxxxxxxx xx 9:30 A.M., New York City time, on [_________, ____], or at such other place, time or date as the Representatives and the Company may agree upon. Such time and date of delivery against payment are herein referred to as the "First Closing Date," and the implementation of all the actions described in this Section 2(a) is herein referred to as the "First Closing."

  • Purchaser Closing Deliveries At the Closing, Purchaser shall deliver, or cause to be delivered, the following:

  • Second Closing The Company shall notify the Purchaser upon achievement of the Milestone. The second Closing Date shall be a Business Day within five (5) Business Days of notice from the Company of the Milestone. On the second Closing Date, upon the terms and subject to the conditions set forth herein, and upon satisfaction of the covenants and conditions set forth in Sections 2.2 and 2.3, the Company agrees to sell, and the Purchasers, severally and not jointly, agree to purchase, an aggregate of $7,500,000 of Shares, representing in the aggregate [—%] of the issued and outstanding shares of the Company on a Fully Diluted Basis as of the signing date of this Agreement (for this purpose only, not taking into account the issuances of Shares at the first Closing), whereby each Purchaser, severally and not jointly, agrees to purchase, the number of Shares as specified below such Purchaser’s name on the signature page of this Agreement to be purchased by it at the second Closing, representing the percentage of the issued and outstanding shares of the Company on a Fully Diluted Basis as specified below such Purchaser’s name on the signature page of this Agreement for the second Closing; provided, however, that, to the extent that a Purchaser determines, in its sole discretion, that such Purchaser (together with such Purchaser’s Affiliates, and any Person acting as a group together with such purchaser or any of such Purchaser’s Affiliates) would beneficially own in excess of the Beneficial Ownership Limitation, or as such Purchaser may otherwise choose, in lieu of purchasing Shares such Purchaser may elect to purchase Warrants in lieu of Shares in such manner to result in the same aggregate purchase price being paid by such Purchaser to the Company. Each Purchaser shall deliver to the Company via wire transfer, immediately available funds equal to such Purchaser’s Subscription Amount as set forth on the signature page hereto executed by such Purchaser, and the Company shall deliver to each Purchaser its respective Shares 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 second Closing shall occur remotely via the exchange of documents and signature or such other location as the parties shall mutually agree.

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