December 20 Closing Sample Clauses

December 20 Closing. Notwithstanding anything to the contrary set forth herein, the closing of any purchase transaction resulting from the exercise of a purchase right pursuant to (a) Section 3.1 in respect of Registrable Securities that are the subject of a pending registration request under Section 2.1 or (b) Section 3.2, shall occur no later than December 20 of the year in which such registration was requested. If any such closing has not occurred prior to such date, such closing shall be held on December 20 or, if December 20 of the applicable year is not a Business Day, the next Business Day (any such closing, a "December 20 Closing"). If an appraisal is required in order to establish the Fully Distributed Public Market Value of Registrable Securities that are the subject of a December 20 Closing, but the appraisal process pursuant to Section 5.1 has not been completed by such closing date, Parent shall purchase, free and clear of all Liens, and the Stockholders shall sell, the Registrable Securities that are subject to such purchase transaction at the Preliminary Fully Distributed Public Market Value. Following such December 20 Closing, promptly upon the completion of the appraisal process pursuant to Section 5.1 (unless the Fully Distributed Public Market Value pursuant to such appraisal process is identical to the Preliminary Fully Distributed Public Market Value), a second closing (the "Second Closing") shall occur at which:
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December 20 Closing. Notwithstanding anything to the contrary set forth herein, the closing of any purchase transaction pursuant to Section 4.1 shall occur no later than by December 20 of the calendar year in which such registration was requested. If any such closing has not occurred prior to such date, such closing shall be held on December 20 or, if December 20 of the applicable year is not a Business Day, the next Business Day and the provisions set forth in the third and fourth sentence of the introductory paragraph of Section 3.6 and Sections 3.6(a) and (b) shall apply.

Related to December 20 Closing

  • Closing The closing of the sale of the Mortgage Loans (the “Closing”) shall be held at the offices of special counsel to the Purchaser at 10:00 a.m., New York City time, on the Closing Date. The Closing shall be subject to each of the following conditions:

  • Initial Closing Date The obligation of each Buyer hereunder to purchase the Initial Preferred Shares at the Initial Closing is subject to the satisfaction, at or before the Initial Closing Date, of each of the following conditions, provided that these conditions are for each Buyer's sole benefit and may be waived by such Buyer at any time in its sole discretion:

  • First Closing The First Closing shall have occurred.

  • Initial Closing The closing of the purchase and sale of Initial Units shall take place simultaneously with the closing of the IPO (the “Initial Closing Date”). The closing of such Units shall take place at the offices of Ellenoff Xxxxxxxx & Schole LLP, 1345 Avenue of the Americas, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx, 00000, or such other place as may be agreed upon by the parties hereto.

  • The Closing Date Delivery of certificates for the Firm Shares to be purchased by the Underwriters and payment therefor shall be made at the offices of Shearman & Sterling LLP, 500 Xxxxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 (or such other place as may be agreed to by the Company and the Representative) at 9:00 a.m. New York time, on , or such other time and date not later than 1:30 p.m. New York time, on , as the Representative shall designate by notice to the Company (the time and date of such closing are called the “Closing Date”).

  • The First Closing Date Delivery of certificates for the Firm Shares to be purchased by the Underwriters and payment therefor shall be made at the offices of Xxxxxxxxx & Xxxxxxx LLP (or such other place as may be agreed to by the Company and the Representatives) at 9:00 a.m. New York City time, on [•], or such other time and date not later than 1:30 p.m. New York City time, on [•] as the Representatives shall designate by notice to the Company (the time and date of such closing are called the “First Closing Date”). The Company hereby acknowledges that circumstances under which the Representatives may provide notice to postpone the First Closing Date as originally scheduled include, but are not limited to, any determination by the Company or the Representatives to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11.

  • Third Closing At any time sixty one (61) to ninety (90) days following the Second Closing Date, subject to the mutual agreement of the Buyer and the Company, for the “Third Closing Date” and subject to satisfaction of the conditions set forth in Sections 7 and 8, (A) the Company shall deliver to the Buyer the following: (i) the Third Debenture; (ii) an amendment to the Transfer Agent Instruction Letter instructing the Transfer Agent to reserve that number of shares of Common Stock as is required under Section 4(g) hereof, if necessary; and (iii) an officer’s certificate of the Company confirming, as of the Third Closing Date, the accuracy of the Company’s representations and warranties contained herein and updating Schedules 3(b), 3(c) and 3(k) as of the Third Closing Date, and (B) the Buyer shall deliver to the Company the Third Purchase Price.

  • Final Closing At the Final Closing, the Sellers shall deliver or cause to be delivered to the Buyer:

  • Closing Date The date and time of the issuance and sale of the Note pursuant to this Agreement (the “Closing Date”) shall be on or around May 7, 2019.

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

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