Closing and Actions at Closing. The closing of the Share Exchange (the “Closing”) shall take place remotely via the exchange of documents and signatures at 10:00 a.m. Pacific Time on the day the conditions to closing set forth in Articles V and VI herein have been satisfied or waived, or at such other time and date as the parties hereto shall agree in writing (the “Closing Date”).
Closing and Actions at Closing. The closing of the Share Exchange (the “Closing”) shall take place remotely via the exchange of documents and signatures at such time and date as the parties hereto shall agree orally or in writing (the “Closing Date”).
Closing and Actions at Closing. The closing of the Transactions shall take place at the offices of Xxxxxx & Xxxxxx, LLP, 000 Xxxxx 0 Xxxxx, Xxxxx 000, Xxxxxxxxx, XX, 00000 commencing at 9:00 a.m. local time on the second business day following the satisfaction or waiver of all conditions to the obligations of the Parties to consummate the Exchange (other than conditions with respect to actions that the respective parties will take at Closing) or such other date and time as the Parties may mutually determine (the “Closing Date”).
Closing and Actions at Closing. The closing of the Share Exchange (the “Closing”) shall take place at the offices of Xxxxxx & Associates, 0000 Xxxxxx Xxxxxx, Xxx Xxxxx, XX 00000, at such time and date as the parties hereto shall agree orally or in writing (the “Closing Date”).
Closing and Actions at Closing. The closing of the Share Exchange (the "Closing") shall take place at 10:00 a.m. New York time on the day the conditions to closing set forth in Articles V and VI herein have been satisfied or waived, or at such other time and date as the parties hereto shall agree in writing (the "Closing Date"), at the offices of Sxxxxxxx & Company, LLP, 400 Xxxx Xxxxxx, Xxxxx 000, Xxx Xxxx, Xxx Xxxx 00000, or at such other place as the parties hereto may agree to in writing.
Closing and Actions at Closing a. The closing of the Share Exchange (the “Closing”) shall take place at 5:00 p.m. E.S.T. March 11, 2011 (the "Closing Date"), at the offices of Xxxxxxx & Xxxx X.X., Attorney At Law, Xxxxxx Center, 000 Xxxxx Xxxx, 00xx Xxxxx Xxxx Xxxx Xxxx, Xxxx 00000, acting as the Escrow Agent for this transaction ("Escrow Agent")
b. At the Closing: (i) the DED Shareholders shall deliver to Escrow Agent the share certificates representing one hundred percent (100%) of the DED Shares, accompanied by appropriate voting powers and a share transfer instrument duly executed in blank; (ii) in full consideration and exchange for the DED Shares, MAMM shall issue and deliver to the DED Shareholders or their designees two or more stock certificates representing all of the New MAMM Shares to be allotted in the amounts as described in Schedule 1.1 hereto; and (iii) in full consideration for the surrender by the MAMM Controlling Shareholders of the Old MAMM Shares to Escrow Agent, the DED Shareholders shall make payment of the Old MAMM Share Consideration to the Escrow Agent to be distributed to MAMM Controlling Shareholders.
Closing and Actions at Closing. The closing of the Merger (the “Closing”) shall occur concurrently with the Effective Time (the “Closing Date”). The Closing shall take place remotely via the exchange of documents and signatures at such time and date as the parties hereto shall agree orally or in writing (the “Closing Date”). At the Effective Time, all actions to be taken at the Closing shall be deemed to be taken simultaneously.
Closing and Actions at Closing. (a) The closing of the Share Exchange (the “Closing”) shall take place at 9:00 a.m. E.S.T. on May 14th, 2013 (the "Closing Date"), at the offices of Ansxxx xxd Jacxxx, XLP, Grexx X. Xxxxxx, Xttorney At Law, 195 Xxxxx 0 Xxxxx, Xxxxxxxxx, XX 00000, xcting as the Escrow Agent for this transaction ("Escrow Agent");
(b) On the Closing Date and upon the terms and subject to the conditions set forth in this Agreement: (i) FRMB shall deliver to the Escrow Agent the share certificates representing one hundred percent (100%) percent of the FM Shares, accompanied by appropriate voting powers and a share transfer instrument duly executed in blank; (ii) in full consideration and exchange for the FM Shares, MKHD shall register the issuance of the New MKHD Shares to FRMB in the stock ledger of the Company; and issue and deliver to the FRMB two or more validly executed stock certificates representing all of the New MKHD Shares issued in the name of FRMB;
(c) In addition, on the Closing Date the MKHD Controlling Shareholders and/or MKHD shall deliver or cause to be delivered to FRMB:
(i) true and correct copies of unanimous written resolutions of the MKHD Board Resolution (as defined below) and the Requisite MKHD Vote, including a written consent and waiver of MKHD’s stockholders, in the form attached hereto as Exhibit [__], which includes among other things, a waiver of preemptive rights or other rights to subscribe for, purchase or otherwise acquire any shares of capital stock of MKHD;
(ii) an opinion of Ansxxx & Jacxxx, xounsel of MKHD, in the form attached hereto as Exhibit [__], addressed to FRMB and dated as of the Closing Date;
(iii) a duly executed Escrow Agreement pursuant to and in accordance with Section 1.4(d);
(iv) a certificate duly executed by an executive officer of MKHD, dated as of the date of the Closing, in the form attached hereto as Exhibit [__] (the "Compliance Certificate"); and
(v) a certificate of MKHD's legal existence and good standing in the State of Nevada, dated as soon as possible to the Closing.
(d) In addition, on the Closing Date the FRMB shall deliver or cause to be delivered to MKHD:
(i) true and correct copies of unanimous written resolutions of the FRMB Board Resolution (as defined below);
(ii) an opinion of Gross, Kleinhendler, Hodak, Halevy, Grexxxxxx xxd Co., counsel of FM, in the form attached hereto as Exhibit [__], addressed to MKHD and dated as of the Closing Date;
(iii) a duly executed Escrow Agreement pursuant to and in accor...
Closing and Actions at Closing. The closing of this Agreement (the “Closing”) shall take place on or before 3:00 P.M., Central Time on October 1, 2022, or at such other time and date as the parties hereto shall agree in writing (the “Closing Date”).
Closing and Actions at Closing. The closing of the Option Exchange (the “Closing”) shall take place at the offices of MxXxxxx, Deutsch, Mxxxxxxx & Cxxxxxxxx, LLP within thirty (30) days of the date that the contingencies set forth in Articles IV and V are satisfied, including, without limitation, approval of the Products by the FDA (the “Closing Date”).
