Closing of All Transactions Sample Clauses

Closing of All Transactions. The Closing (as defined below) shall take place on Tuesday, June 10, 1997 (the "Closing Date") at 10:00 a.m. U.S. Eastern Daylight Time at the offices of Howaxx, Xxxxx & Xevix, 0030 Avenue of the Americas, New York, NY USA. All of the actions to be taken and documents to be executed and delivered at the closing shall be deemed to be taken, executed and delivered simultaneously, and no such action, execution or delivery shall be effective until all actions to be taken and execution and deliveries to be effected at the closing are complete. At the Closing:
Sample 1Sample 2
AutoNDA by SimpleDocs
Closing of All Transactions. Subject to the satisfaction or waiver, as appropriate, of the conditions set forth in SECTION 7, the consummation of all of the transactions herein contemplated (the Note repayment in full, and the concurrent purchase and sale of the Acquired Assets)(the "Closing") shall, except as may be extended by Company in accordance with the terms and conditions hereinbelow provided, or unless another date, time or place is agreed to in writing by the parties hereto, take place at the offices of Stradling, Yucca, Carlson & Rauth, 660 Newport Center Drive, Suite 1600, Newport, CA. 90000, xt 10:00 A.X. xx Xxxxxxxx 00, 0000, (xxx "Xxxxxxx Xxxxxxx Xxxx"); xrovided, however, that subject to the satisfaction or waiver, as appropriate, of the conditions set forth in SECTION 7, the Company may, elect to extend the Initial Closing Date to a later date which shall be no later than 11:00 A.M. on March 30, 2001, by giving written notice to McCormick and ECP, on or before 5:00 P.M., on February 16, 2001, of ixx xxxxxxon to extend the Initial Closing Date, and designating in such written notice (the "Closing Date Extension Notice") the designated date for the Closing, which shall be no later than 11:00 A.M. on March 30, 2001. The date designated in the Closing Date Extension Notice is hereafter referred to as the "Extended Closing Date". The Initial Closing Date, as may be extended in accordance with the terms set forth herein, is hereinafter referred to as the "Scheduled Closing Date". The actual date on which the closing shall occur is referred to herein as the "Closing Date". If the Company elects to extend the Initial Closing Date, the Total Payment Amount shall be increased by $100,000, such that the Total Payment Amount will be $1,700,000 (and the corresponding amount allocated to the Purchase Price payable under the Asset Purchase Agreement shall increase by the sum of $100,000. At the Closing, the Total Payment Amount (as determined) will be allocated and applied as set forth in SECTIONS 2.3 AND 2.4, below.
Sample 1

Related to Closing of All Transactions

  • 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 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:

  • 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.

  • 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 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 of Acquired Assets At the Closing and subject to the terms and conditions of this Agreement, Seller shall sell, transfer, assign, convey and deliver to Buyer, free and clear of all Encumbrances, other than Permitted Encumbrances, and Buyer shall purchase, acquire, take assignment and delivery from Seller, of all of the right, title and interest of Seller in and to the Acquired Assets, as specified below.

  • Closing of Transactions 2 Section 1.3 Exchange of Secretary's Certificates.......................................................2

  • Purchase and Sale of Notes and Warrants (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase (in the amounts set forth as Exhibit A hereto) from the Company, secured convertible demand promissory notes in the aggregate principal amount of up to Eight Million Dollars ($8,000,000), convertible into shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), in substantially the form attached hereto as Exhibit B (the “Notes”). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the “Securities Act”), including Regulation D (“Regulation D”), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

  • The Transaction 6 2.1 Purchase and Sale of Assets......................................6 2.2

  • Closing of Transaction The sale of the Share by Seller to Purchaser under the Shareholder Agreement shall be coordinated with and shall occur simultaneously with the closing of the transactions contemplated by the Share Purchase Agreement and the Remaining Agreements. Within one business day after the Closing, the Purchaser shall deliver to Seller the cash portion of the purchase price as set forth in the Shareholder Agreement. The cash portion of the purchase price for all outstanding shares of limited liability company interest may be transferred by wire transfer to the Company's US dollar account, for immediate distribution to the Seller and the other sellers of such limited liability company interests. Within 30 days after the Closing, the Purchaser shall deliver to the Seller a stock certificate representing the preferred stock of the Purchaser to which the Seller shall be entitled hereunder and under the Shareholder Agreement.

Time is Money Join Law Insider Premium to draft better contracts faster.