IPO CLOSING DATE. IPO Closing Date" shall mean the date on which the Company first receives payment for the shares of the Common Stock it sells in the IPO.
IPO CLOSING DATE. IPO Closing Date" shall mean the date on which Invatec first receives payment for the shares of IVT Common Stock it sells in the IPO.
IPO CLOSING DATE. IPO Closing Date" has the meaning set forth in the Section 3.3 hereof.
IPO CLOSING DATE. 5 1.33 IRS....................................................5 1.34
IPO CLOSING DATE. IPO Closing Date" means the date of the closing of the IPO.
IPO CLOSING DATE. IPO Closing Date" has the meaning set forth in the Separation Agreement.
IPO CLOSING DATE. IPO Closing Date" has the meaning set forth in the Master Separation and Sale Agreement.
IPO CLOSING DATE. IPO Closing Date" has the meaning set forth in the Recitals hereof.
IPO CLOSING DATE. On the IPO Closing Date and concurrently with the IPO Closing, Purchaser shall remit the Initial Purchase Price to the Company, by wire transfer of immediately available funds or other means approved by the Company to an account specified by the Company in the Closing Notice (which account shall not be an escrow account) against delivery of the Subscribed Securities as set forth in Section 3, it being understood that Purchaser shall not be required to remit the Initial Purchase Price until it has received evidence of the issuance of the Subscribed Securities as set forth in Section 3.
IPO CLOSING DATE. For purposes only of determining whether the conditions to the obligations of Purchaser and Newco which are specified in Sections 7.04(a)(i) and 7.04(b)(ii) have been satisfied, and not for any purpose under Article IX, the Schedules and the Disclosure Statement as of the Closing and on the IPO Closing Date shall be deemed to be the Schedules and the Disclosure Statement as of the date hereof as amended or supplemented by the Supplemental Information provided to Purchaser prior to the Closing pursuant to this Section 6.06; PROVIDED, HOWEVER, that if the Supplemental Information so provided discloses the existence of circumstances, conditions, events or states of facts which, in any combination thereof, (a) have had a Material Adverse Effect on the Company which was not reflected in the determination of the Merger Consideration or, in the judgment of Purchaser (which shall be conclusive for purposes of this Section 6.06 and Article XII, but not for any purpose of Article IX), (b) are having or will have a Material Adverse Effect on the Company or the Surviving Corporation, as the case may be, Purchaser will be entitled to terminate this Agreement pursuant to Section 11.01(a)(iv) and to treat as Purchaser Indemnified Losses for all purposes of Article IX (which treatment will not prejudice the right of any Stockholder under Article IX to contest Damage Claims made by Purchaser in respect of those Purchaser Indemnified Losses) all Damages to the Company or the Surviving Corporation which are attributable to the circumstances, conditions, events and states of facts first disclosed herein after the date hereof in the Supplemental Information; and PROVIDED FURTHER, HOWEVER, that if the circumstances, conditions, events or states of facts disclosed in the Supplemental Information and having or judged to have in the future such a Material Adverse Effect (A) have not resulted from a breach by the Company or the Stockholders of any of their covenants set forth in Article VI or elsewhere in this Agreement and (B) do not indicate that any representation or warranty of the Stockholders and the Company made in Articles III and IV shall have been untrue or inaccurate at the date of this Agreement, then Purchaser shall only be entitled to terminate this Agreement pursuant to Section 11.01(a)(iv), and shall not be entitled to treat as Purchaser Indemnified Losses any such Damages to the Company or the Surviving Corporation. Purchaser will provide the Company with copies of...
