CLOSING -- GENERALLY Sample Clauses

CLOSING -- GENERALLY. The purchase and sale of the selling Partner's interest in the Joint Venture shall be consummated (the "Closing") at the office of the purchasing Partner's counsel, on the date which is 30 days following the receipt by the selling Partner of the Purchaser Notice.
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CLOSING -- GENERALLY. If Hyperion exercises its Purchase Option, the closing of the purchase and sale of the Membership Interests as described in this Agreement (the “Closing”) shall be held on or before five (5) days after the satisfaction or waiver of the Conditions Precedent and the deliverables and actions required under Section 3(c) below (the “Closing Date”). For purposes of clarity, the Closing Date may extend beyond the Option Period as long as the Option Notice was delivered during the Option Period. Unless otherwise agreed, Closing shall take place by the exchange of signatures by facsimile, electronic mail or other electronic transmission or, if such electronic exchange is not practicable, at the offices of Xxxxxxxx, Xxxxxxx & Xxxx, P.A., 0000 X. Xxxxxxxx Street, Charlotte, North Carolina, USA.
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CLOSING -- GENERALLY. Subject to and in accordance with the provisions of this Agreement, the consummation of the transactions contemplated by this Agreement (the “Closing”) shall be deemed to occur at 11:59:59 p.m. Eastern Time, at the offices of Sxxxxxx Law Firm, P.C., L.L.O., 400 X. 00xx Xxxxxx, Xxxxx 000, Xxxxxxx, XX 00000, on the first business day following the satisfaction or waiver of all conditions to the obligations of the Parties hereto and to the Axxxxx Purchase Agreement (other than those conditions which by their terms can only be satisfied at the Closing), or at such other time, date, and place as such Parties shall mutually agree, it being understood that the Closing under this Agreement is intended to and shall occur as of the end of the day before the closing date under the Axxxxx Purchase Agreement.
Sample 1
CLOSING -- GENERALLY. The purchase and sale of the Selling Member's Interest in the Joint Venture shall be consummated (the "Closing") at the office of the Purchasing Member's counsel, on the date which is 30 days following the receipt by the Selling Member of the Purchaser Notice.
Sample 1

Related to CLOSING -- GENERALLY

  • Closing Prorations and Adjustments The prorations set forth in this Section 6.5 shall be on a Property-by-Property basis and not among, or between, Properties, and shall not be allocated on an Applicable Share basis.

  • Post-Closing Cooperation Subject to compliance with contractual obligations and applicable Law, for three (3) months immediately following the Closing Date, each party shall afford to the other party and the other party’s Representatives during normal business hours in a manner so as to not unreasonably disrupt or interfere with the conduct of business reasonable access to the personnel of such party with relevant knowledge regarding any Product, if any. Requests may be made under this Section 4.2 for access to information requested by the requesting party in connection with its financial reporting and accounting matters, preparing financial statements, preparing and filing any Tax Returns, prosecuting any claims for refund, defending any Tax claims or assessment, preparing securities Law or securities exchange filings, prosecuting, defending or settling any litigation or insurance claim, prosecuting patent applications and pursuing other patent matters, performing obligations under this Agreement and the Ancillary Agreements and all other proper business purposes (including determining any matter relating to its rights and obligations hereunder). A party making information or personnel available to another party under this Section 4.2 shall be entitled to receive from such other party, upon the presentation of invoices therefor, payments for such amounts relating to supplies, disbursements and other out-of-pocket expenses, as may reasonably be incurred in making such information or personnel available. Notwithstanding anything to the contrary contained herein, nothing in this Section 4.2 shall require (i) the Seller or any of its Affiliates or the Buyer or any of its Affiliates (x) to waive the protection of an attorney-client privilege or (y) to take any action that would result in the disclosure of any trade secrets (provided that, in the case of clause (i)(x), the disclosing party shall use commercially reasonable efforts to provide the other party, to the extent possible, with access to the relevant information in a manner that would not reasonably be expected to result in any such waiver) or (ii) the auditors and independent accountants of the Seller or any of its Affiliates or of the Buyer or any of its Affiliates to make any work papers available to any Person unless and until such Person has signed a customary confidentiality and hold harmless agreement relating to such access to work papers in form and substance reasonably acceptable to such auditors or independent accountants.

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

  • Closing Deliveries of the Company The obligations of Parent and Merger Subs to effect the Merger and otherwise consummate the transactions to be consummated at the Closing are subject to the satisfaction or the written waiver by Parent, at or prior to the Closing, of each of the following conditions:

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

  • CLOSING AND CLOSING DATE 3.1. The Closing Date shall be December 3, 2005, or such other date as the parties may agree. All acts taking place at the Closing shall be deemed to take place simultaneously as of immediately after the close of business on the Closing Date unless otherwise agreed to by the parties. The close of business on the Closing Date shall be as of 4:00p.m.,

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

  • Post-Closing Matters Execute and deliver the documents and complete the tasks set forth on Schedule 6.14, in each case within the time limits specified on such schedule, as such time limits may be extended from time to time by Agent in its reasonable discretion.

  • Additional Closing Deliveries At each Closing, the Company shall deliver or cause to be delivered to the Investor the following (the“Company Deliverables”):

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