Closing; Closing Payments Sample Clauses

Closing; Closing Payments. No later than five (5) Business Days prior to the Closing Date, the Company shall deliver to the Buyer a funds flow memorandum substantially in the form included as Section F of the Disclosure Schedule, containing the amounts and instructions with respect to the payments to be made at Closing (the “Funds Flow Memorandum”), including the Purchase Price to be paid to each of the Sellers at Closing. The Closing shall take place via the remote exchange of signature pages as promptly as practicable (but in no event later than the fifth (5th) Business Day) after the date of the satisfaction or due waiver of all of the conditions set forth in Section 9 (excluding the delivery of any documents deliverable or satisfaction of any conditions to occur at the Closing, but subject to delivery of such documents and satisfaction of such conditions at the Closing), or such other place or date as may be mutually agreed by the Parties. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date”. Subject to the provisions of Section 13 the failure of any Party to consummate the transactions contemplated by this Agreement on the date and time determined pursuant to this Section 2(e) shall not result in the termination of this Agreement and shall not relieve such Party of any obligation under this Agreement. The Closing shall be deemed to be effective as of the Effective Time. At the Closing:
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Closing; Closing Payments. (a) The Closing shall take place at 12:00 p.m. (Eastern Time) at the offices of Buyer, 420 Xxxxxxxxx Xxxxxx, Xxxxx 0000, Xxx Xxxx, Xxx Xxxx 00000, on the date hereof (the “Closing Date”). By mutual agreement of the Parties, the Closing may take place by conference call and electronic (i.e., email/PDF) or facsimile delivery. At the Closing, (i) Seller or Apptix will deliver to Buyer the various certificates, instruments, and documents referred to in Section 2.4(a) and (ii) Buyer and Fusion will deliver to Seller and/or the applicable third parties the various certificates, instruments, and documents referred to in Section 2.4(b). To the extent permitted by Law and GAAP, for Tax and accounting purposes, the parties will treat the Closing as being effective at 11:59 p.m. Eastern Time on the Closing Date.
Sample 1
Closing; Closing Payments. No later than five (5) Business Days prior to the Closing Date, Seller shall deliver to Buyer a funds flow memorandum, containing the amounts to be paid at Closing and wire transfer instructions with respect to the accounts to which payments to be made at Closing (the “Funds Flow Memorandum”). The Closing shall take place via the remote exchange of signature pages as promptly as practicable (but in no event later than the fifth (5th) Business Day) after the date of the satisfaction or due waiver of all of the conditions set forth in Section 8 (excluding the delivery of any documents deliverable at the Closing), or such other place or date as may be mutually agreed by the Parties. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date”. The Closing shall be deemed to be effective as of the Effective Time. At the Closing:
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Closing; Closing Payments 
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Related to Closing; Closing Payments

  • Closing Payments At the Closing, Parent shall pay or cause to be paid the following amounts by wire transfers of immediately available funds:

  • Closing Payment The Purchase Price, as adjusted by the application of the Deposit and by the prorations and credits specified herein, shall be paid, by wire transfer of immediately available federal funds (through the escrow described in Section 5 below), as and when provided in Section 5.2.2 below and in the “Escrow Agreement” (as hereinafter defined). The amount to be paid under this Section 3.2 is referred to herein as the “Closing Payment.”

  • Closing; Closing Date Closing" and "Closing Date" have the meanings set forth in Section 5.3.

  • Closing Closing Deliveries (a) The consummation of the transactions contemplated by this Agreement (the “Closing”) will take place on the Closing Date

  • Post-Closing Payments (a) On the first anniversary of the Closing Date, Buyer will pay to Seller or, to the extent designated by Seller in writing and in accordance with Section 3.11, to the Members in accordance with their respective Pro Rata Percentages, the remaining 33.33% of the Closing Cash Consideration, as finally determined in accordance with Section 3.4 (the “Deferred Cash Payment”), via wire transfer to the Seller’s Bank Account or the Member Bank Accounts, as applicable.

  • Seller’s Closing Costs Seller shall pay the following costs in connection with the consummation of the Closing: (i) all of the charges and transfer taxes for recording the deeds; (ii) all commissions owed to any broker in accordance with the terms of a separate agreement between Seller and such broker; and (iii) all other charges incurred by the Seller in connection with this Agreement (including, without limitation, the fees and expenses for the Seller’s attorneys and other consultants).

  • Post-Closing Payment Payment to Shareholder of his portion of the Post-Closing Payment shall be made in the same manner as payments under the Additional Short-Term Note.

  • Seller’s Closing Obligations At Closing, Seller shall deliver to Buyer the following:

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

  • Closing Consideration The closing consideration shall be delivered at the Closing as follows:

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