Closing Term Sample Clauses

Closing Term. If the Closing Date does not occur by December 15, 2017, unless otherwise extended in writing, by the Company and RedEarth, this agreement shall be null and void, without any required notice or action, and the Company shall have no further obligation to acquire RedEarth from the Sellers.
Sample 1
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Closing Term. The Parties will enter into a Closing Term, substantially in the form of Annex 6.1(v), pursuant to which the Parties: (a) will acknowledge the fulfillment (or waiver, as the case may be and to the extent that waiver is permitted by Law or by this Agreement) of the Foregoing Conditions, (b) will confirm the representations and warranties provided by Sellers, including with respect to Redentor, shall be true, valid, sufficient, complete and correct in all material respects at the Closing Date, provided that the Fundamental Statements shall be true, valid, sufficient, complete and correct in all respects on the Closing Date; (c) will confirm that the representations and warranties provided by Buyer shall be true, valid, sufficient, complete and correct as of the Closing Date; and (d) confirm the practice of Closing Acts and the Closing conclusion. In addition, Sellers will declare to Buyer: (x) having nothing to charge, demand or claim from Redentor in respect of the period in which they acted as its partners or administrator; and (y) that there is no Redemptor’s relationship or obligation with Related Parties on the Closing Date, or, if any, that Buyer is fully aware of this fact.
Sample 1

Related to Closing Term

  • Surviving Terms The provisions set forth in the following sections, and any other rights or obligations of the parties in this Agreement that, by their nature, should survive termination or expiration of this Agreement, will survive any expiration or termination of this Agreement (including, without limitation, Section 9 (Confidentiality), Section 8 (Fees; Payment Terms), Section 10 (Term and Termination), Section 12 (Indemnification), Section 13 (Limitations of Liability) and Section 15 (Miscellaneous)).

  • Consulting Term Subject to the terms and conditions hereof, the Company agrees to retain the Consulting Director for a term of three (3) years commencing as of the date Consulting Director's retirement from the Board of Directors of the Company ("Effective Date"). The Company may not terminate the Consulting Director's service agreement prior to the end of the three-year term unless such termination is due to a Termination for Cause as defined herein.

  • Pricing Term Sheet The Company will prepare a final pricing term sheet containing a description of the final terms of the Securities, in a form approved by the Representatives and containing the information in Schedule C hereto, and will file such term sheet pursuant to Rule 433(d) under the 1933 Act within the time period required by such rule (such term sheet, the “Pricing Term Sheet”).

  • Following Termination 11.2.1 the Parties will agree the procedure for administering the Insurance Business current at the time of termination; 11.2.2 the Broker will make all reasonable efforts to provide the Company with contact details for any Insured or other party with whom the Company has contracted in the conduct of Insurance Business where:- 11.2.2.1 the Broker has acted as the agent of the Company; and 11.2.2.2 where such information is reasonably required in order for the Company to carry out its obligations in relation to Insurance Business concluded in accordance with this Agreement. 11.2.3 Where permissible the Parties will remain liable to perform their obligations in accordance with the terms of this Agreement in respect of all Insurance Business subject to this Agreement until all Insurance Business has expired or has otherwise been terminated.

  • Pricing Terms (1) All pricing in this Agreement as well as every Customer Product Agreement Extension refers to the price at which the Customer may Purchase the corresponding Parent Product. This is excluding taxes, surcharges or any other costs. (2) Parent may at any time change the price of any Parent Product with reasonable notification to the Customer.

  • Controlling Terms In the event of any conflict or inconsistency between the terms of this Section 5 and the terms of the Escrow Agreement, the terms of the Escrow Agreement shall govern.

  • Termination; Survival Following Termination (i) Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon ten (10) Trading Days’ notice to the other party; provided that, (A) if the Company terminates this Agreement after the Agent confirms to the Company any sale of Shares, the Company shall remain obligated to comply with Section 3(b)(v) with respect to such Shares and (B) Section 2, Section 6, Section 7 and Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. (ii) In addition to the survival provision of Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

  • Obligations Following Termination If a Non-Defaulting Party terminates this Agreement pursuant to this Section 13(b), then following such termination, Seller shall, at the sole cost and expense of the Defaulting Party, remove the equipment (except for mounting pads and support structures) constituting the System. The Non-Defaulting Party shall take all commercially reasonable efforts to mitigate its damages as the result of a Default Event.

  • Remaining Terms Except as stated herein, all other terms and conditions of the Agreement remain in full force and effect.

  • PROVISIONS SURVIVING TERMINATION The provisions of Sections 10, 14, 16, 21 and 29 of this Agreement shall survive termination of this Agreement for any reason.

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