02Closing Sample Clauses

02Closing. The closing of the Merger shall take place at a date and time to be specified by ReShape and Vyome, which shall be no later than the third Business Day after satisfaction or (to the extent permitted by applicable Law) waiver of the conditions set forth in ARTICLE 7 (other than those conditions that by their terms are to be satisfied at the closing, but subject to the satisfaction or (to the extent permitted by applicable Law) waiver of such conditions) (such date the “Closing Date”), remotely by exchange of documents and signatures (or their electronic counterparts), unless another time, date or place is mutually agreed upon in writing by ReShape and Vyome.

02Closing. Subject to the terms and conditions of this Agreement, the closing of the Merger (the "Closing") shall take place at 11:00 a.m., Pacific time, no later than two (2) Business Days after the last of the conditions to Closing set forth in ARTICLE VII have been satisfied or waived (other than conditions which, by their nature, are to be satisfied on the Closing Date), remotely by exchange of documents and signatures (or their electronic counterparts), or at such other time or on such other date or at such other place as the Parties may mutually agree upon in writing (the day on which the Closing takes place being the "Closing Date").

02Closing. The closing of the Bank Merger will take place immediately following the Merger or at such other time and date as Bar Harbor Bankshares may determine in its sole discretion, but in no case prior to the date on which all of the conditions precedent to the consummation of the Bank Merger specified in this Agreement shall have been satisfied or duly waived by the party entitled to satisfaction thereof, at such place as is agreed by the parties hereto.

02Closing. The closing of the sale and purchase of the Acquired Units (the "Closing") shall occur on the date of this Agreement and concurrently with the Effective Date or at such time as agreed in writing by the Company and the Required Purchasers. Upon the Closing, each Purchaser shall be bound by the terms and provisions of the Company LPA as a holder of the Preferred Units with respect to the Purchaser Acquired Units held by such Purchaser. (a) At the Closing (unless otherwise specified): (i) the Company shall deliver to each of the Purchasers (A) a copy of the updated register of partners of the Company, reflecting the issuance to such Purchaser of such Purchaser's Acquired Units; (B) the Parent LPA, duly executed by each of the parties to such document; (C) the Company A&R LPA, duly executed by ​ ​ ​ each of the parties to such document; (D) the LPA Amendment, duly executed by each of the parties to such document; (E) the Voting Agreement, duly executed by the General Partner and FCI; (F) the Redemption Default Agreement, duly executed each of the parties to such document (other than the Purchasers); (G) a copy of the duly adopted Amended and Restated Bylaws of the General Partner in the form attached as Exhibit G; (H) the written opinion of Squire Xxxxxx Xxxxx (US) LLP, as counsel for the Company, dated as of the Closing and substantially in the form attached hereto as Exhibit H; (I) a certificate as to the good standing (or the local law equivalent) of each of the Ferrellgas Parties and the Company's Subsidiaries as of a recent date, from the Secretary of State of the States of Delaware or Kansas (as applicable); and (J) evidence reasonably satisfactory to the Purchasers that the Confirmation Order has become a Final Order and that no order staying, reversing, modifying or amending the Confirmation Order is in effect as of the Closing; (K) evidence reasonably satisfactory to the Purchasers of the consummation of the Refinancing Transactions or that the Refinancing Transactions will be consummated substantially concurrently with the Closing; (L) evidence reasonably satisfactory to the Purchasers that no Contract binding on the Company or its Subsidiaries prevents or restricts the Company from making the payments contemplated by Section 7 of the LPA Amendment and any applicable payments contemplated by any of the Purchasers' Side Letters as set forth therein; (M) the Purchasers' Side Letter to which such Purchaser is a party, duly executed by the General Partne...

02Closing. The closing (the “Closing”) of the transactions contemplated hereby (the “Transactions”) shall take place on the date hereof or on such later date as the parties hereto may agree (the “Closing Date”).

02Closing. The closing (the “Closing”) of the sale of the Issued Shares hereunder shall take place remotely via the electronic exchange of documents and signatures and the wire transfer of the Subscription Price, as soon as possible, but in no event later than forty-five (45) Business Days after the signing date of this Agreement, after satisfaction or, to the extent permissible, waiver by the party or parties entitled to the benefit of the conditions set forth in Article 6 (other than conditions that by their nature are to be satisfied at the Closing, but subject to the satisfaction or, to the extent permissible, waiver of those conditions at the Closing), or at such other time or place as the parties hereto may mutually agree. At the Closing, the Purchaser and the Designated Purchasers shall deliver to the Company the Subscription Price by wire transfer in U.S. dollars of immediately available funds to the bank account of the Company as stated below: Beneficiary Account Name: MissFresh Limited; Beneficiary Account Number: [REDACTED]; Name of Beneficiary Bank: [REDACTED]; Address of Beneficiary Bank: [REDACTED]; SWIFT Code (International Wires Only): [REDACTED]; ABA Routing Number (Domestic Wires or ACH): [REDACTED]. ​

02Closing. The consummation of the purchase and sale of the Subscription Shares hereunder (the “Closing”) shall take place remotely via electronic exchange of documents on the date three (3) Business Days following the date hereof subject to the satisfaction or, to the extent permissible, waiver of the conditions set forth in Article VII (other than conditions that by their nature are to be satisfied at the Closing, but subject to the satisfaction or, to the extent permissible, waiver of those conditions) or on such other date as may be agreed upon in writing by the Company and the Purchaser (the date on which the Closing takes place, the “Closing Date”).

02Closing. Subject to the terms and conditions hereof, the consummation of the purchase and sale of the Purchased Units hereunder (the “Closing”) shall take place on the date of this Agreement (the “Closing Date”) at the offices of Xxxxxxx Xxxxx LLP, 000 Xxxxxx, Suite 4200, Houston, Texas 77002.

02Closing. Subject to the terms and conditions of this Agreement (including the final sentence of this Section 2.02), the closing (the “Closing”) shall take place remotely by means of email or other electronic transmission on the third (3rd) Business Day following the satisfaction or waiver of each of the conditions to the obligations of the parties hereto set forth in Section 9.01 and Section 9.02 (other than those conditions that by their nature are to be satisfied at the Closing but subject to the satisfaction or waiver of such conditions at the Closing), or at such other time or on such other date as Seller and Purchaser may mutually agree in writing (the date on which the Closing occurs, the “Closing Date”); provided, however, that the Closing shall not occur without the prior written consent of Seller on any day other than the first Business Day of Seller’s next fiscal month directly following the date on which Closing would have otherwise occurred pursuant to this Section 2.02; provided, further, that the Closing shall not occur without the mutual prior written consent of Purchaser and Seller on a date that is earlier than August 31, 2025 unless the China Entity Setup has occurred.

02Closing. Subject to the terms and conditions of this Agreement, the closing of the Transfer (the “Closing”) shall take place remotely by means of email or other electronic transmission on the fifth (5th) Business Day following the satisfaction or waiver of each of the conditions to the obligations of the parties hereto set forth in Section 9.01 and Section 9.02 (other than those conditions that by their nature are to be satisfied at the Closing but subject to the satisfaction or waiver of such conditions at the Closing) in accordance with Section 9.01 and Section 9.02; provided that, if the date on which the Closing is otherwise required to occur pursuant to the foregoing is a date within the second half of a calendar month, the Closing shall instead occur on the first Business Day of the immediately following calendar month; provided, further, that, if the application of the foregoing proviso would cause the Closing to occur after the Outside Date or the Extended Outside Date, as applicable, the Outside Date or the Extended Outside Date, as applicable shall automatically be extended to the date that is three (3) Business Days following the date on which the Closing would otherwise occur pursuant to the foregoing proviso, or at such other time or on such other date as Transferor and Acquiror may mutually agree in writing (the ​ date on which the Closing occurs, the “Closing Date”). The Closing shall be deemed effective as of 12:01 a.m. (Eastern Time) on the Closing Date.