Closing of a Sale Transaction Sample Clauses

Closing of a Sale Transaction. The closing of a sale transaction with respect to any Subscribed New Securities pursuant to this Article III shall take place within ninety (90) days following the delivery by the Shareholder of the applicable Purchase Commitment in accordance with Section 3.3. At the closing of any such sale transaction, the Company shall deliver to the Shareholder the originals of notes, certificates or other instruments evidencing the Subscribed New Securities, in each case, free and clear of any Encumbrances, with any transfer tax stamps affixed (if applicable), against delivery by the Shareholder of the applicable consideration.
Sample 1
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Closing of a Sale Transaction. The closing of a sale transaction with respect to any Subscribed New Securities pursuant to this Section 7 shall take place within thirty (30) days following the delivery by Syntone of the applicable Purchase Commitment in accordance with 7.3. At the closing of any such sale transaction, Outlook shall deliver to Syntone the originals of notes, certificates, proof of book-entry registration or other instruments evidencing the Subscribed New Securities, in each case, free and clear of any encumbrances, with any transfer tax stamps affixed (if applicable), against delivery by Syntone of the applicable consideration.
Sample 1
Closing of a Sale Transaction. The closing of a Sale Transaction will take place on the Closing Date. For purposes hereof, “Closing Date” means: (i) the date which is 30 days after the expiry of the Acceptance Period unless all filings, notices and authorizations necessary to complete the Sale Transaction have not been made, given or obtained by that date in which case the closing date will be extended for up to 45 days in order to make, give or obtain the filings, notices and authorizations; or (ii) such earlier or later date as the parties to the Sale Transaction agree in writing. At 10:00 am (PST) on the Closing Date, the payment of the purchase price for the Shares (less any withholdings required by applicable law) will be made by the other Shareholder against delivery by the Disposing Party of certificates representing its Shares, annotation of the Transfer in the Company’s Stock Registry Book (libro de registro de acciones) and all such documents and instruments of transfer as may be required to effectively transfer the Shares from the Disposing Party to the other Shareholder and the purchase of the Shares will be deemed to have been fully completed and all right, title, benefit and interest, both at law and in equity, in and to the Shares or the relevant part thereof will be conclusively deemed to have been transferred to and become vested in the other Shareholder and all right, title, benefit and interest, both at law and in equity, of the Disposing Party, or of . any third party purporting to have any interest, legal or equitable, thereon or thereto, will cease in respect of the Shares. If the Disposing Party fails to execute or deliver all such assignments, transfers, deeds and instruments as may be necessary to effect a Sale Transaction contemplated in this Section 9.2, the other Shareholders shall have all legal actions and rights available to enforce the provisions contained herein, in accordance with applicable Laws.
Sample 1

Related to Closing of a Sale Transaction

  • Sale Transaction Paragraph (a) of the definition of “Sale Transaction” is amended and restated as follows: “(a) A sale or other disposition by the Company of all or substantially all of its assets;”. The word “or” is inserted (i) after the end of Paragraph (a) of the definition of Sale Transaction and before the beginning of Paragraph (b) of the definition of Sale Transaction; and (ii) after the end of Paragraph (b) of the definition of Sale Transaction and before the beginning of Paragraph (c) of the definition of Sale Transaction. Paragraph (d) of the definition of Sale Transaction shall be deleted in its entirety.

  • Closing of the Transaction All conditions precedent to effect the closing of the Transaction shall have been satisfied or waived (other than those conditions that, by their nature, may only be satisfied at the consummation of the closing of the Transaction but subject to satisfaction or waiver thereof).

  • Purchase and Sale Termination Events Each of the following events or occurrences described in this Section 8.1 shall constitute a “Purchase and Sale Termination Event” (each event which with notice or the passage of time or both would become a Purchase and Sale Termination Event being referred to herein as an “Unmatured Purchase and Sale Termination Event”):

  • The Closing Transactions Subject to the terms and conditions set forth in this Agreement, the parties hereto shall consummate the following transactions on the Closing Date:

  • Closing of the Transactions The Transactions set forth in the Business Combination Agreement shall have been or will be consummated substantially concurrently with the Closing.

  • CLOSING OF IPO The closing of the sale of the Parent Shares to the Underwriters in the IPO shall have occurred simultaneously with the IPO Closing Date hereunder.

  • Pre-Closing Transactions Prior to the purchase of the Initial Securities on the Closing Date, the Pre-Closing Transactions shall have been duly consummated at the respective times and on the terms contemplated by this Agreement, the General Disclosure Package and the Prospectus and the Representatives shall have received such evidence that the Pre-Closing Transactions have been consummated as the Representatives may reasonably request.

  • Closing Transactions On the terms and subject to the conditions set forth in this Agreement, the following transactions shall occur in the order set forth in this Section 2.1:

  • Merger Transaction Section 2.1

  • Purchase and Sale Termination Date The “Purchase and Sale Termination Date” shall be the earlier to occur of (a) the date the Purchase Facility is terminated pursuant to Section 8.2 and (b) the Payment Date immediately following the day on which the Originators shall have given written notice to the Company and the Administrator at or prior to 10:00 a.m. (New York City time) that the Originators desire to terminate this Agreement.

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