Closing and Tender Requirements Sample Clauses

Closing and Tender Requirements. The consummation of any transfer required pursuant to an exercise of option rights created by this ARTICLE TWO shall constitute the "Closing", and the time and date of such Closing shall constitute the "Closing Date." The Closing shall be held at the principal office of the Corporation, at 10:00 a.m. on or before the 25th day subsequent to the delivery of the final Purchase Notice, and if the Closing Date falls on a Saturday, Sunday or legal holiday, the Closing Date shall be postponed to the next succeeding regular business day following such Saturday, Sunday or legal holiday. At the Closing, the Selling Shareholder shall present to the acquiring Shareholders and/or Purchaser(s), or cause the Transfer Agent to, or the Corporation, as the case may be, all share certificates for Stock required to be sold in proper form for transfer. Such Stock shall be transferred free of all liens and encumbrances or adverse claims of any kind or character created by the Selling Shareholder. At the Closing, the acquiring Shareholders and/or Purchaser(s), upon receipt of proper tender of the Stock, shall tender full payment of the Offer Price in conformity with the Offered Terms as set forth in the Notice of Right of First Refusal.
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Closing and Tender Requirements. The consummation of any ------------------------------- transfer required pursuant to an exercise of option rights created by this ARTICLE FOUR shall constitute the "Closing", and the time and date of such Closing shall constitute the "Closing Date." The Closing shall be held at the principal office of the Corporation, at 10:00 a.m. on the thirty-fifth day subsequent to the date of giving of the Notice of Right of First Refusal to the Corporation. At the Closing, the Shareholder shall present to the Corporation and/or the Assignee(s), as the case may be, all share certificates for Stock required to be sold in proper form for transfer. Such Stock shall be transferred free of all liens and encumbrances or adverse claims of any kind or character. At the Closing, the Corporation and/or the Assignee(s), as the case may be, upon receipt of proper tender of the Stock, shall tender full payment of the Offer Price in conformity with the Offered Terms as set forth in the Notice of Right of First Refusal, or upon such other terms and conditions as favorable or more favorable to the Offered Terms.
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Closing and Tender Requirements. The consummation of any transfer required pursuant to an exercise of option rights created by this ARTICLE THREE shall constitute the "Purchaser Closing", and the time and date of such Closing shall constitute the "Purchaser Closing Date." The Purchase Closing shall be held at the principal office of the Corporation, at 10:00 a.m. on or before the 25th day subsequent to the expiration of the Purchaser Exclusive Option Period and if the Closing Date falls on a Saturday, Sunday or legal holiday, the Purchase Closing Date shall be postponed to the next succeeding regular business day following such Saturday, Sunday or legal holiday. At the Purchaser
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Closing and Tender Requirements. The closing shall be held at the ------------------------------- principal office of the Corporation, at 10:00 a.m. on the sixty-fifth day subsequent to the date of giving of the Notice of Right of First Refusal. At the closing, the Selling Shareholder shall present to the Corporation and/or the acquiring Shareholders, as the case may be, all share certificates for Shareholder Stock required to be sold in proper form for transfer. Such Shareholder Stock shall be transferred free of all liens and encumbrances or adverse claims of any kind or character. At the closing, the Corporation and/or the acquiring Shareholders, as the case may be, upon receipt of proper tender of the Shareholder Stock, shall tender full payment of the Offer Price in conformity with the Offered Terms as set forth in the Notice of Right of First Refusal, or upon such other terms and conditions as favorable or more favorable to the Offered Terms.
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Related to Closing and Tender Requirements

  • Closing and Escrow (a) Upon execution of this Agreement, the parties shall deposit an executed counterpart of this Agreement with the Title Company and this instrument shall serve as the instructions to the Title Company as the escrow holder for consummation of the purchase and sale contemplated hereby. Seller and Buyer agree to execute such additional and supplementary escrow instructions as may be appropriate to enable the escrow holder to comply with the terms of this Agreement; provided, however, that in the event of any conflict between the provisions of this Agreement and any supplementary escrow instructions, the terms of this Agreement shall control.

  • Closing Requirements Subsequent to Closing, each of the parties shall execute and deliver such instruments and documents and take such other actions as may, in the reasonable opinion of counsel for each, be required to complete the transactions under this Agreement. It is contemplated that within ten (10) business days after the date of this Agreement, the following documents shall have been delivered and the following activities shall have taken place, all of which shall be deemed to have occurred contemporaneously at the Closing:

  • Closing Conditions of Closing and Borrowing 50 SECTION 6.1 Closing....................................................................... 50 SECTION 6.2 Conditions to Closing and Initial Extensions of Credit........................ 50 SECTION 6.3 Conditions to All Extensions of Credit........................................ 55

  • Closing and Termination 26 4.1 Closing Date.........................................................................26

  • Closing and Closing Deliveries 24 8.1 Closing........................................................................................24 8.2

  • Escrow Requirement Unless, (a) at the origination of a Mortgage Loan the Borrower is not required to make Escrow Item payments thereafter, (b) Escrow Funds collection has been waived pursuant to Section 10.5.1 hereof, or (c) the collection of Escrow Funds is precluded by applicable law, the Servicer must continue to collect 1/12th of the annual total for all Escrow Items with each Monthly Payment on such Mortgage Loan, as determined pursuant to Section 10.3.1 hereof.

  • Processing and Procedures (i) Transfer Agent agrees to accept purchase orders and repurchase requests with respect to the Shares of the Fund via postal mail, telephone, electronic delivery or personal delivery on each Fund Business Day in accordance with the Fund’s Prospectus; provided, however, that Transfer Agent shall only accept purchase orders from jurisdictions in which the Shares are qualified for sale, as indicated from time to time by the Fund or pursuant to an Instruction. Transfer Agent shall, as of the time at which the net asset value (“NAV”) of the Fund is computed on each Fund Business Day, issue to the accounts specified in a purchase order in proper form and accepted by the Fund the appropriate number of full and fractional Shares based on the NAV per Share of the Fund specified in a communication received on such Fund Business Day from or on behalf of the Fund. Transfer Agent shall redeem from accounts any Shares tendered for repurchase in accordance with procedures stated in the Fund’s Prospectus or pursuant to an Instruction. Transfer Agent shall not be required to issue any Shares after it has received from an Authorized Person or from an appropriate federal or state authority written notification that the sale of Shares has been suspended or discontinued, and Transfer Agent shall be entitled to rely upon such written notification. Payment for Shares shall be in the form of a check, wire transfer, Automated Clearing House transfer (“ACH”) or such other methods to which the parties shall mutually agree.

  • Closing Matters (a) Within one business day of the date of this Agreement, (i) Seller shall provide Buyer with a true and correct copy of the voting instruction form with respect to the Shares held by Seller indicating the financial institution through which such shares are held and the control number provided by Broadridge Financial Solutions (or other similar service provider) regarding the voting of the Shares or written confirmation of such information as would appear on the voting instruction form; and (ii) Buyer shall send the notice attached as Annex 1 hereto to Prospect’s transfer agent.

  • Closing and Effective Time Subject to the provisions of this Agreement, the parties shall hold a closing (the "Closing") on (i) the first business day on which the last of the conditions set forth in Article V to be fulfilled prior to the Closing is fulfilled or waived or (ii) at such time and place as the parties hereto may agree. Such date shall be the date of Exchange (the "Effective Time").

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