Closing Date; Effective Time Sample Clauses
The "Closing Date; Effective Time" clause defines the specific date and moment when a transaction is considered finalized and all related obligations and rights are transferred between the parties. In practice, this clause sets out the exact calendar day (the Closing Date) and the precise time (the Effective Time) when the closing occurs, which may be at the start of business, end of business, or another agreed-upon time. This ensures both parties have a clear, mutual understanding of when their responsibilities begin or end, thereby preventing disputes about when ownership, risk, or contractual duties officially change hands.
Closing Date; Effective Time. For purposes of this Agreement, the term "Closing Date" shall mean the date on which the closing shall occur. For purposes of this Agreement, the term "Effective Time" shall mean the start of business on the Closing Date.
Closing Date; Effective Time. 48 7.1. Closing Date.......................................................................................48 7.2. Filings at Closing.................................................................................48 7.3. Effective Time.....................................................................................48 ARTICLE VIII TERMINATION; SURVIVAL OF REPRESENTATIONS, WARRANTIES AND COVENANTS; WAIVER AND AMENDMENT............49
Closing Date; Effective Time. The Closing shall take place on a date (the "Closing Date") mutually agreeable to BOKF and CNBT, which date shall be the later of ten (10) days after the receipt of all necessary regulatory, corporate, and other approvals and the expiration of any mandatory waiting periods and a mutually agreeable date on or after January 3, 2001 and on or prior to January 11, 2001, provided, however, that the Closing Date shall not occur later than January 30, 2001 Subject to the terms and conditions set forth herein, including receipt of all regulatory approvals, the Merger shall be effective upon the later of the filing of, or the date and time specified in, the Certificate of Merger relating to the Merger and filed with the Secretary of State of the State of Texas (the "Effective Time"), and the parties shall use their best efforts to cause the Effective Time to occur on the Closing Date.
Closing Date; Effective Time. The closing of the transactions contemplated by this Agreement (the “Closing”) shall take place at the offices of ▇▇▇▇▇▇▇▇ Chance US LLP, ▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇ at 10:00 A.M. (New York time) as promptly as practicable following satisfaction or waiver of the conditions set forth in Section 3.01 in accordance with this Agreement or at such other time or place as Parent may determine (the “Closing Date”). Subject to the consummation of the Closing, the Merger shall become effective (the “Effective Time”) upon the filing by the Surviving LLC in the office of the Secretary of State of the State of Delaware of a certificate of merger (the “Certificate of Merger”), in accordance with the relevant provisions of the Delaware LLC Act, or at such later date and time as may be specified therein.
Closing Date; Effective Time. The consummation of the Transactions (the “Closing”) will take place via electronic exchange of .pdf documents at 10 a.m. Eastern Time on February 7, 2023, to be effective as of 11:59 p.m. Eastern Time on February 4, 2023 (the “Effective Time”), assuming that the conditions set forth in Section 2.3 have been satisfied or waived as of February 7, 2023 (other than those conditions which by their nature are to be satisfied at Closing, which conditions must be satisfied at Closing unless waived). If the conditions set forth in Section 2.3 have not been satisfied or waived as of February 7, 2023 (other than those conditions which by their nature are to be satisfied at Closing, which conditions must be satisfied at Closing unless waived), then Closing will occur within three Business Days following the satisfaction or waiver of such conditions and the Effective Time will be 11:59 p.m. Eastern Time on the date Closing occurs, or on such other date or time as may be mutually agreed by the parties. Following the Effective Time, the Business will be operated for the benefit of Buyer (the economic effect of which, expressed as dollar value, the “Interim Period Benefit”). If the Interim Period Benefit is not delivered to Buyer pursuant to the terms of the TSA or otherwise, Buyer may include a line item for the Interim Period Benefit in the Closing Statement and, subject to the review, objection and resolution procedures of Section 1.6, the parties shall include the resulting amount thereof in the final determination of the Cash Purchase Price.
Closing Date; Effective Time. The consummation of transactions contemplated by this Agreement (the “Closing”) shall take place at the offices of Synergy Law Group, LLC, Chicago, Illinois at 10:00 a.m. on a date to be agreed by Purchaser and Seller (the “Closing Date”), which shall be no later than the tenth business day following receipt of the necessary approvals by Seller including shareholder approval. At the Closing, subject to the terms and conditions of this Agreement, the parties hereto shall cause the asset purchase transaction to be consummated by delivery of the closing documents provided in Article V, at which time the transaction shall become effective (the “Effective Time”).
Closing Date; Effective Time. The closing under this Agreement (the “Closing”) shall take place at the offices of ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇ LLP at 2290 First National Building, ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Detroit, Michigan 48226-3583, at 9:00 A.M., local time on April 1, 2005 (the “Closing Date”). On the Closing Date, a properly executed certificate of merger conforming to the requirements of the MBCA and a properly executed certificate of merger conforming to the requirements of the DLLCA shall be filed with the Michigan Department of Labor and Economic Growth, Bureau of Commercial Services and the Secretary of State of the State of Delaware, respectively. The Merger shall become effective at the time both the certificates of merger have been filed with and accepted by the Michigan Department of Labor and Economic Growth, Bureau of Commercial Services and the Secretary of the State of the State of Delaware (such time, the “Effective Time”).
Closing Date; Effective Time. For purposes of this Agreement, the term "Closing Date" shall mean the date on which the Closing shall occur. The Closing shall be effective at 12:01 a.m. (Jacksonville, Florida time) on the Closing Date (the "Effective Time"). Subject to the provisions of Article 11, failure to consummate the transactions contemplated in this Agreement on the date and time and at the place determined pursuant to this Section 3.1 will not result in the termination of this Agreement and will not relieve any party of any obligation under this Agreement. In such a situation, the Closing will occur as soon as practicable, subject to the provisions of Article 9, Article 10 and Article 11.
Closing Date; Effective Time. Unless this Agreement is earlier terminated in accordance with its terms, the Merger will be effected as soon as practicable after all the conditions established in Articles 5 and 6 of this Agreement have been satisfied or waived. Closing of the Merger (“Closing”) will be held at 10:00 a.m. pacific time, on July 15, 2016, by the electronic exchange MERGER AGREEMENT AND PLAN OF REORGANIZATION of documents, or at such other time and place as the Parties may agree. The time and date of Closing are called the “Closing Date,” and will be the same day as the effective date of the Merger. On the Closing Date, the Parties will cause the Merger to be consummated by filing an agreement of merger (“Agreement of Merger”) with the Secretary of State of California in accordance with the provisions of the California Corporations Code (the time of acceptance by the Secretary of State of California of such filing, or such later time as specified in the Agreement of Merger, will be referred to in this Agreement as the “Effective Time”).
Closing Date; Effective Time. The closing (the “Closing”) shall take place and be effective for all purposes at 10:00 a.m., local time in Nashville, Tennessee, at the offices of Bass, B▇▇▇▇ & S▇▇▇ PLC, Nashville, Tennessee, on the later of (i) three (3) business days following satisfaction or waiver of all conditions to Closing set forth in Article 7 hereof; or (ii) October 15, 2007, or at such other time and place as the parties hereto mutually agree (the “Closing Date”). The reorganization of the Bank into a holding company structure by virtue of the Exchange shall be effective on the Closing Date with the reorganization becoming effective upon the filing of the Articles of Share Exchange with the Tennessee Secretary of State (the “Effective Time”).