Target Closing Date. The Parties shall cooperate with each other and shall use their commercially reasonable efforts to effect the Closing on or before the Target Closing Date.
Target Closing Date. June 29, 2001.
Target Closing Date. Section 10.01 of the Contribution Agreement is hereby amended to change the definition of Target Closing Date from February 21, 2020 to mean, instead, “May 21, 2020.”
Target Closing Date. The target date for the consummation of the transaction contemplated by any Purchase Bid or Investment Bid is April 15, 2015 (the “Target Closing Date”). Following review of the XXXx in accordance with section 15 and section 16, the Target Closing Date may be extended by the Petitioners, with the written consent of the Monitor, the Interim Lender and the Agent or by order of the Court.
Target Closing Date. Notwithstanding the amendments to the Master Agreement provided in Section 1 hereof, the Parties hereby agree and acknowledge an undertaking to use reasonable good faith efforts to consummate the Acquisition on or before February 13, 2015.
Target Closing Date. The parties to this Agreement shall utilize their best faith efforts to complete the Merger prior to April 5, 1999.
Target Closing Date. 5 Tax..................................................................................................... 85
Target Closing Date. January 25, 2000. See Section 1.6(a) below.
Target Closing Date. The Sellers and the Purchaser agree to use commercially reasonable efforts to seek to satisfy the conditions of Closing and to consummate the transactions contemplated hereby no later than January 24, 2006.
Target Closing Date. Everest and Everest Parent shall satisfy (or Immunomedics, to the extent applicable, may waive) the foregoing conditions as soon as practicable after the execution of this Agreement, and in any event on or prior to the date that is sixty (60) calendar days after the Execution Date, or such later date as reasonably mutually agreed between Everest and Immunomedics (the “Target Closing Date”). The Target Closing Date shall be automatically extended for an additional sixty (60) calendar days (and such new extended date shall thereafter be the “Target Closing Date”) if at the original Target Closing Date the foregoing conditions have not been fully satisfied, but Xxxxxxx has taken all actions within its control, and is otherwise working in good faith, to satisfy such conditions. Any additional extension of the Target Closing Date beyond the additional sixty (60) calendar days referenced in the preceding sentence will require the mutual agreement of the Parties in writing. If the Termination Effective Date has not occurred by the Target Closing Date, Immunomedics shall have the right to terminate this Agreement upon written notice to Everest, which such termination shall not relieve Everest of any liability or damages resulting from any breach of this Agreement prior to such termination. For the avoidance of doubt, except for the obligations of the Parties expressly set forth in the last sentence of Section 2.3, the last sentence of Section 2.4, Section 5.4, Section 5.5.1, and Section 5.5.3, Sections 2, 4, 5, 6, and 10 of this Agreement will not become effective until the Termination Effective Date. Between the Execution Date and the Termination Effective Date (the “Pre-Closing Period”), Everest shall (i) continue the Development of the Licensed Product in the Territory in the ordinary course and consistent with past practice, except as otherwise set forth in this Agreement and the Transition Plan (as defined in Section 3.1); and (ii) undertake the Commercialization of the Licensed Product in the Territory in a manner fully consistent with ordinary course taking into consideration the transactions contemplated by this Agreement and the activities and requirements set forth in the Transition Plan. During the Pre-Closing Period, Everest may wind down and cease certain Commercialization activities with respect to the Licensed Product in the Territory subject to consultation with, and the written consent of, Immunomedics, not to be unreasonably withheld, delayed or ...
