Consummation Date. On the Consummation Date, the Articles of Merger shall be filed with the appropriate state authorities, or if already filed shall become effective, and all transactions contemplated by this Agreement, including the conversion and delivery of shares, the delivery of a check or checks in an amount equal to the cash portion of the consideration which the STOCKHOLDERS shall be entitled to receive pursuant to the Merger referred to in Section 4 hereof, shall occur and be deemed to be completed. The date on which (i) the closing with respect to the IPO occurs and (ii) the Merger is effected shall be referred to as the "Consummation Date." During the period from the Closing Date to the Consummation Date, this Agreement may only be terminated by the parties if the underwriting agreement in respect of the IPO is terminated pursuant to the terms of such agreement or pursuant to the provisions of Section 12.1 hereof. This Agreement shall in any event terminate if the Consummation Date has
Consummation Date. The 180th day after the Closing Date. ----------------- Effectiveness Date: The 150th day after the Closing Date. ------------------ Effectiveness Period: See Section 3(a). -------------------- Event Date: See Section 4(b). ----------
Consummation Date. See Section 2(a). Day: Unless otherwise expressly provided, a calendar day. Effectiveness Period: See Section 3(a).
Consummation Date. Each STOCKHOLDER shall pay or cause to be paid all Tax liabilities (in excess of all amounts already paid with respect thereto or properly accrued or reserved with respect thereto on the COMPANY Financial Statements) shown by such Returns to be due.
Consummation Date. All conditions to the occurrence of the Consummation Date have occurred or have been waived with the consent of the Administrative Agent and otherwise in accordance with the terms of the Reorganization Plan, and the Consummation Date has occurred or shall occur concurrently with the closing of this Agreement.
Consummation Date. All conditions to the occurrence of the effective date of the Reorganization Plan shall have occurred or shall have been waived in accordance with the terms of the Reorganization Plan, and the Consummation Date shall have occurred or shall occur concurrently with the closing of this Agreement.
Consummation Date. On the Consummation Date, the Articles of Merger shall be filed with the appropriate state authorities, or if already filed shall become effective, and all transactions contemplated by this Agreement, including the conversion and delivery of shares, the delivery of a check or checks in an amount equal to the cash portion of the consideration which the STOCKHOLDERS shall be entitled to receive pursuant to the Merger referred to in Section 4 hereof, shall occur and be deemed to be completed. The date on which (i) the closing with respect to the IPO occurs and (ii) the Merger is effected shall be referred to as the "Consummation Date." During the period from the Closing Date to the Consummation Date, this Agreement may only be terminated by the parties if the underwriting agreement in respect of the -10- 18 IPO is terminated pursuant to the terms of such agreement or pursuant to the provisions of Section 12.1 hereof. This Agreement shall in any event terminate if the Consummation Date has not occurred within 15 Business Days of the Closing Date, in which event, notwithstanding any other provisions of this Agreement, the Merger shall be deemed for all purposes to have been abandoned and of no effect. Time is of the essence.
Consummation Date. The 180th day after the Closing Date. ----------------- Effectiveness Date: The 150th day after the Closing Date. ------------------ Effectiveness Period: See Section 3(a). -------------------- Event Date: See Section 4(b). ---------- Exchange Act: The Securities Exchange Act of 1934, as amended, and the ------------ rules and regulations of the SEC promulgated thereunder. Exchange Offer: See Section 2(a). -------------- Exchange Registration Statement: See Section 2(a). ------------------------------- Exchange Securities: See Section 2(a). ------------------- Filing Date: The 90th day after the Closing Date. ----------- Guarantors: See the introductory paragraph to this Agreement. ---------- Holder: Any record holder of Registrable Securities and each Market Maker ------ holding Securities, Exchange Securities or Private Exchange Securities from time to time.
Consummation Date. The 180th day after the Closing Date. ----------------- Effectiveness Date: The 150th day after the Closing Date. ------------------ Effectiveness Period: See Section 3(a). -------------------- Event Date: See Section 4(b). ---------- Exchange Act: The Securities Exchange Act of 1934, as amended, and ------------ the rules and regulations of the SEC promulgated thereunder. Exchange Offer: See Section 2(a). -------------- Exchange Registration Statement: See Section 2(a). -------------------------------
Consummation Date. The consummation of the Restructuring and other transactions contemplated by this Agreement (the "Consummation") shall take place at the offices of Akin, Gump, Strauss, Hauer & Feld, L.L.P., 590 Madison Avenue, New York, New York. Within xxxxeen (00) days aftxx xxx Xxxxxxxxxx Xxxxxxxxxxxxx Xxxx, the Parties shall mutually agree on a schedule to achieve the Consummation by a date certain (the "Scheduled Date") and thereafter the Parties shall use their Reasonable Best Efforts to achieve the Consummation by the Scheduled Date. The Consummation shall occur on the later to occur of (i) the Scheduled Date and (ii) the third (3rd) Business Day following the satisfaction or waiver of all of the Parties' conditions set forth in Sections 8 and 9, or shall take place at such other place or on such other date as the Parties may mutually agree. In no event shall the Consummation occur sooner than December 31, 1997 or later than the Expiration Date. The date on which the Restructuring and other transactions contemplated by this Agreement actually are consummated is referred to herein as the "Consummation Date."
