The Closing and the Closing Date. The Closing of transactions herein contemplated (the "Closing") shall occur on the date hereof (the "Closing Date"). Closing shall take place at the offices of Xxxxxx Xxxxxxxx LLP, 3000 Two Xxxxx Square, 00xx xxx Xxxx Xxxxxxx, Xxxxxxxxxxxx, XX 00000. On the Closing the Date, the Parties shall deliver all documents and items contemplated hereunder, including those specifically set forth in Article 5 hereof.
The Closing and the Closing Date. Section 2.01. Time and Place of the Closing Date and Effective Time.
The Closing and the Closing Date. The purchase of the Property contemplated by the terms and conditions of this Agreement shall be consummated at the Closing to be held in the offices of the Title Company on the Closing Date. In the event the Closing Date specified is not a business day, the Closing shall be held on the business day next following such date.
The Closing and the Closing Date. SECTION 2.01
The Closing and the Closing Date. The closing of the Transactions other than under the Pooling Agreement (the “Closing”) will take place at the offices of FUMIC, or at such other place as the parties may agree, on the last business day of the month following the date on which the Conditions to Closing set forth in Section 7 hereof have been satisfied or waived, or on such other date as the parties may agree (the “Closing Date”).
The Closing and the Closing Date. The closing (the "Closing") shall be held at the offices of Wildman, Harrold, Allen & Dixon at 10:00 a.m., witxxx xive (0) days following the execution of this Agreement (the "Closing Date"). At the Closing and on the Closing Date, the Stockholders executing the Agreement shall deliver all of their common shares of Mediatech owned by them. At the Closing and on the Closing Date, the Stockholders shall receive in exchange for their shares of Mediatech, their pro rata portion of the consideration as described in Section 1.1, including the cash, Promissory Note, and shares of Acquiror's Common Stock. Mediatech shall become a substantially owned subsidiary of Acquiror.
The Closing and the Closing Date. 5 SECTION 2.01 Time and Place of the Closing and Closing Date 5 SECTION 2.02 Actions to be Taken at the Closing by Azle 5 SECTION 2.03 Actions to be Taken at the Closing by Independent 7 SECTION 2.04 Further Assurances 8 SECTION 2.05 Effective Date 8 ARTICLE III.REPRESENTATIONS AND WARRANTIES OF AZLE 8 SECTION 3.01 Organization and Qualification 9 SECTION 3.02 Execution and Delivery 9 SECTION 3.03 Azle Capitalization 9 SECTION 3.04 Compliance with Laws, Permits and Instruments 10 SECTION 3.05 Azle Financial Statements 10 SECTION 3.06 The Bank 11 SECTION 3.07 Litigation 12 SECTION 3.08 Consents and Approvals 12 SECTION 3.09 Undisclosed Liabilities 12 SECTION 3.10 Title to Assets 12 SECTION 3.11 Absence of Certain Changes or Events 13 SECTION 3.12 Contracts 15 SECTION 3.13 Taxes 17 SECTION 3.14 Insurance 18 SECTION 3.15 No Adverse Change 18 SECTION 3.16 Proprietary Rights 18 SECTION 3.17 Transactions with Certain Persons and Entities 18 SECTION 3.18 Evidences of Indebtedness 19 SECTION 3.19 Employee Relationships 19 SECTION 3.20 Condition of Assets 19 SECTION 3.21 Environmental Compliance 19 SECTION 3.22 Regulatory Compliance 20 SECTION 3.23 Absence of Certain Business Practices 21 SECTION 3.24 Azle Proxy Statement 21 SECTION 3.25 Dissenting Shareholders 21 SECTION 3.26 Books and Records 21 SECTION 3.27 Forms of Instruments, Etc. 21 SECTION 3.28 Fiduciary Responsibilities 21 SECTION 3.29 Guaranties 22
The Closing and the Closing Date. Section 3.01 Time and Place of the Closing and Closing Date
The Closing and the Closing Date. The Closing of the Transaction Agreements (the "Closing") shall take place at the offices of the Xxxxxxxxx Corporation, 0000 Xxxx Xxxxx Xxxxxx, Xxxxx 000, Xxxxx Xxx, Xxxxxxxxxx 00000 on Wednesday, March 25, 1998 at 9:00 o'clock a.m. or such other time and date as the parties may agree to in writing (the "Closing Date").
The Closing and the Closing Date. 8 SECTION 2.01 Time and Place of the Closing and Closing Date................................ 8 SECTION 2.02
