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Simultaneous Transaction Sample Clauses

Simultaneous Transaction. Buyer and Seller agree that in effecting Transactions transfers between Buyer’s Account and Seller’s Account are intended to be, and shall be deemed to be, simultaneous. During any period that Cash and Assets are held by or for Buyer or Seller and payment has not been made therefor, the receiving party shall be deemed to hold the Cash and Assets in trust for the delivering party and shall be obligated to return the Cash and Assets upon the delivering party’s request.
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Simultaneous Transaction. On the Purchase Date, Custodian shall debit Buyer’s Account in an amount equal to the Purchase Price and credit the Purchase Price to Seller’s Account against the transfer of the Purchased Securities required to attain the Margin Value from Seller's Account to Buyer's Account. On the Repurchase Date, Custodian shall transfer the Purchased Securities from Buyer's Account to Seller's Account against the credit to Buyer's Account of immediately available funds in an amount specified by Seller which shall not be less than the Purchase Price and the debit of such amount from Seller's Account. Buyer and Seller agree that in effecting Transactions transfers between Buyer's Account and Seller's Account are intended to be, and shall be deemed to be, simultaneous.
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Simultaneous Transaction. 37 Section 9.3
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Simultaneous Transaction. The execution of this Agreement shall occur simultaneously with the Closing of the transactions contemplated by the Stock Purchase Agreement, and neither the consummation of the transactions contemplated hereby or by the Stock Purchase Agreement shall be deemed to have occurred unless and until the transactions contemplated by all such agreements shall have been completed.
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Simultaneous Transaction. Unless waived by the ET Entities, no transfer of an ALF Facility shall occur unless all three of the transfers occur simultaneously.
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Simultaneous Transaction. The parties acknowledge and agree that each of Lessee's and Guarantor's representations, warranties, covenants and satisfaction of conditions is made as of the Acquisition Date and predicated upon the acquisition of the Property from the current owner thereof and cancellation or termination of the U.S. West Agreements and cancellation or release of all security interests thereunder.
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Simultaneous Transaction. Unless waived by the Multicare Entities, no transfer of an ALF Facility shall occur unless all three of the transfers occur simultaneously.
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Simultaneous Transaction. Xxxxx and Xxxxxx agree that in effecting Transactions transfers between Xxxxx's Account and Xxxxxx's Account are intended to be, and shall be deemed to be, simultaneous.
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Simultaneous Transaction. The parties acknowledge that the transactions contemplated by this Agreement are an integral part of the closing of the acquisition of certain assets relating to the Contributed Assets and the closing of a similar transaction with Park Vanguard LLC for additional Dino Babies assets. In the event the Closings are not completed, as determined in the sole discretion of Crown, at the election of Crown, this Agreement shall be null and void upon the giving of written notice to the other by Crown.
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Related to Simultaneous Transaction

  • Simultaneous Closing The Formation Transactions shall close simultaneously with the closing of the IPO and the receipt of the net proceeds of the IPO by the Company (the “Closing”). The date on which the Formation Transactions close shall be the “Closing Date.”

  • Acquisition Transactions The Company shall provide the holder of this Warrant with at least twenty (20) days’ written notice prior to closing thereof of the terms and conditions of any of the following transactions (to the extent the Company has notice thereof): (i) the sale, lease, exchange, conveyance or other disposition of all or substantially all of the Company’s property or business, or (ii) its merger into or consolidation with any other corporation (other than a wholly-owned subsidiary of the Company), or any transaction (including a merger or other reorganization) or series of related transactions, in which more than 50% of the voting power of the Company is disposed of.

  • 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:

  • Formation Transactions The Formation Transactions shall have been or shall be consummated substantially concurrently in accordance with the timing set forth in the respective Formation Transaction Documentation.

  • Interested Transactions An Indemnitee shall not be denied indemnification in whole or in part under this Section 7.7 because the Indemnitee had an interest in the transaction with respect to which the indemnification applies if the transaction was otherwise permitted by the terms of this Agreement.

  • Restructuring Transactions On the Effective Date, the Debtor, Newco, GP, Finance Co and Merger Co shall enter into the Consensual Transaction described in Section 3 of the Implementation Plan attached to the Transaction Support Agreement as Exhibit B. On the later of the Effective Date and the Merger Date, the Debtor and Merger Co will enter into a merger agreement under which the Debtor will merge with Merger Co, and following the merger, the Debtor will be the surviving and successor entity. The actions to implement this Plan and the Implementation Plan may include, in accordance with the consent rights in the Transaction Support Agreement: (a) the execution and delivery of appropriate agreements or other documents of merger, amalgamation, consolidation, restructuring, conversion, disposition, transfer, arrangement, continuance, dissolution, sale, purchase, or liquidation containing terms that are consistent with the terms of the Plan and the Transaction Support Agreement and that satisfy the applicable requirements of applicable law and any other terms to which the applicable Entities may agree; (b) the execution and delivery of appropriate instruments of transfer, assignment, assumption, or delegation of any asset, property, right, liability, debt, or obligation on terms consistent with the terms of the Plan and the Transaction Support Agreement and having other terms for which the applicable parties agree; (c) the filing of appropriate certificates or articles of incorporation, reincorporation, merger, consolidation, conversion, amalgamation, arrangement, continuance, or dissolution pursuant to applicable state or provincial law; (d) the execution and delivery of contracts or agreements, including, without limitation, transition services agreements, employment agreements, or such other agreements as may be deemed reasonably necessary to effectuate the Plan in accordance with the Transaction Support Agreement; and (e) all other actions that the applicable Entities determine to be necessary, including making filings or recordings that may be required by applicable law in connection with the Plan.

  • Simultaneous Adjustments In the event that this Article 11 requires adjustments to the Conversion Rate under more than one of Sections 11.06(4), 11.07 or 11.08, and the record dates for the distributions giving rise to such adjustments shall occur on the same date, then such adjustments shall be made by applying, first, the provisions of Section 11.06, second, the provisions of Section 11.08 and, third, the provisions of Section 11.07.

  • CONSOLIDATION, MERGER, CONVEYANCE, TRANSFER OR LEASE SECTION 8.1. Company May Consolidate, Etc.,

  • Related Transactions 10 3.10 Insurance.............................................................................10 3.11

  • Permitted Transactions The Member is free to engage in any activity on its own or by the means of any entity. The Member’s fiduciary duty of loyalty, as it applies to outside business activities and opportunities, and the “corporate opportunity doctrine,” as such doctrine may be described under general corporation law, is hereby eliminated to the maximum extent allowed by the Act.

Most Referenced Clauses

Most Referenced Definitions