1Time and Place of Second Closing Sample Clauses

1Time and Place of Second Closing. Upon the terms and subject to the satisfaction of the conditions contained in Sections 7.2, 7.3 and 7.4 of this Agreement (the "Second Closing Conditions"), the Second Closing will take place at the offices of Xxxxxx Xxxxxxx Xxxxxxx Broder & Micoleau LLC, Portland, Maine on such date as the parties may agree, which date shall be as soon as practicable, but no later than five (5) Business Days following the date on which all of the Second Closing Conditions have been satisfied or waived, or at such other place or time as the parties may agree. 1.2 1.3 Conditions to Each Party's Obligations to Effect the Transactions. The respective obligations of each party to close the Second Closing Transaction shall be subject to the fulfillment at or prior to the Second Closing Date of the following conditions (any of which may be waived jointly by Penobscot, BHE and PHC): 1.4 (a) The waiting period under the HSR Act, if applicable to the consummation of the sale of the PHC Stock contemplated hereby, shall have expired or been terminated; (b) (c) No preliminary or permanent injunction or other order or decree by any Federal or state court which prevents the consummation of the transfer of the PHC Stock contemplated hereby shall have been issued and remain in effect (each party agreeing to use its best efforts to have any such injunction, order or decree lifted) and no statute, rule or regulation shall have been enacted by any state or Federal government or governmental agency in the United States which prohibits the consummation of the transfer of the PHC Stock; (d) (e) All Federal, state and local government consents and approvals (including but not limited to legislative and administrative consents and approvals), required for (i) the consummation of the transfer of the PHC Stock and the other transactions contemplated hereby, (ii) the ownership by Penobscot of the PHC Stock, and (iii) the execution, delivery and performance by the parties thereto of the Transaction Documents, including, without limitation, the MPUC Approval, shall have been obtained, unless the failure to obtain such consent or approval would not result in a PHC Material Adverse Effect, and shall be Final; and (f) (g) The PHC Stock Consents and all other consents and approvals for the consummation of the transfer of the PHC Stock and the other transactions contemplated hereby shall have been obtained, other than those which if not obtained, would not, in the aggregate, have a PHC Material Adverse Eff...
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Related to 1Time and Place of Second Closing

  • Time and Place of the Closing Subject to Section 3 hereof, payment of the Purchase Price for and delivery of the Purchased Shares, which are mutually conditional (together, the “Closing”) shall be made at the offices of the Corporation, or at such other place or in such other manner as may be agreed upon by the Corporation and the Purchaser, on or before October 15, 2010, subject to (A) the satisfaction of the conditions to Closing set forth in Section 3 hereof or (B) the receipt of the last regulatory approval of any Governmental Authority (as defined below) for the Purchaser to acquire the Purchased Shares, if required, and the expiration of any related statutory waiting period, or on such date and time as the Purchaser and the Corporation shall mutually agree (each such date and time of payment and delivery being herein called the “Closing Date”).

  • Time and Place of Closing The closing of the transactions contemplated hereby (the "Closing") will take place at 9:00 A.M. on the date that the Effective Time occurs (or the immediately preceding day if the Effective Time is earlier than 9:00 A.M.), or at such other time as the Parties, acting through their authorized officers, may mutually agree. The Closing shall be held at such location as may be mutually agreed upon by the Parties.

  • Date, Time and Place of Closing The date, time and place of the transactions contemplated hereunder shall be the day the Operating Partnership receives the proceeds from the Public Offering from the underwriter(s), at 10:00 a.m. in the office of Xxxxxx & Xxxxxxx LLP, 00000 Xxxx Xxxxx Xxxxx, Xxxxx 000, Xxx Xxxxx, Xxxxxxxxxx (the “

  • Date and Place of Closing The closing (the “Closing”) hereunder with respect to the issuance and sale of the shares of Common Stock and the consummation of the related transactions contemplated hereby shall, subject to the satisfaction or waiver of the applicable conditions set forth in Article VII, take place at the offices of Xxxxxx & Xxxxxxxxx, P.C., 0 Xxxxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxx 00000 at the same time and on the same date (the “Closing Date”) as the closing of the sale of the Debenture.

  • Time and Place of Meetings All meetings of stockholders shall be held at such place, either within or without the State of Delaware, on such date and at such time as may be determined from time to time by the Board of Directors (or the Chairman in the absence of a designation by the Board of Directors).

  • Place of Closing The Closing shall be held at the offices of Xxxxxx, Xxxxxxx & Xxxxxxxxx, 0000 Xxxx Xxxx Xxxxx, Xxxxx 000, Xxxxxxx, Xxxxx 00000 or at such other location as may be mutually agreed upon by Seller and Buyer.

  • Call, Notice and Place of Meetings (1) The Trustee may at any time call a meeting of Holders of Securities for any purpose specified in Section 9.1, to be held at such time and at such place in the Borough of Manhattan, The City of New York, as the Trustee shall determine. Notice of every meeting of Holders of Securities, setting forth the time and the place of such meeting and in general terms the action proposed to be taken at such meeting, shall be given, in the manner provided in Section 1.6, not less than 21 nor more than 180 days prior to the date fixed for the meeting.

  • Time and Place of Payments Unless otherwise expressly provided herein, the Borrower shall make all payments pursuant to this agreement or pursuant to any document, instrument or agreement delivered pursuant hereto by deposit to the Designated Account before 12:00 noon (Toronto time) on the day specified for payment and the Administrative Agent shall be entitled to withdraw the amount of any payment due to the Administrative Agent or the Lenders hereunder from such account on the day specified for payment.

  • Place and Time of Closing (a) Subject to the conditions precedent set forth herein having been met or waived, the Closing will take place on or before 60 days after execution of this Agreement by both parties, unless extended as otherwise set forth in this Agreement, time being of the essence. As used herein the term "

  • Name and Place of Business Other than previously disclosed in writing to you I have not changed my name or principal place of business within the last 10 years and have not used any other trade or fictitious name. Without your prior written consent, I do not and will not use any other name and will preserve my existing name, trade names and franchises.

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