Tranche 1 Closing. The closing of the issuance, purchase and sale of the Tranche 1 Shares (the “Tranche 1 Closing”) will take place at the offices of Faegre & Xxxxxx LLP, 3200 Xxxxx Fargo Center, 0000 Xxxxxxx Xxxxxx, Xxxxxx, XX 00000, on the date hereof or at such other time, date or other place as is agreed to by the Investor and the Company.
Tranche 1 Closing. The closing of the issue and subscription of the Tranche 1 Shares (the “Tranche 1 Closing”) shall take place on October 24, 2016, at 10.00 am Sydney time, at F6A / 0-00 Xxxx Xxxxxx, Balmain, New South Wales, 2041, Australia, or at such other time or place as the Company and the Purchaser may mutually agree (such date is hereinafter referred to as the “Tranche 1 Closing Date”).
Tranche 1 Closing. The obligations of Buyer with regard to Closing the Tranche 1 Properties under this Agreement are, at its option, subject to the fulfillment of each and all of the following conditions prior to or at the Tranche 1 Closing Date:
(i) Kingwood Seller, V-Huffmeister Seller and Riata Seller (the “Tranche 1 Sellers”) shall have performed and complied with all the agreements and conditions required in this Agreement to be performed and complied with by the Tranche 1 Sellers with respect to the Tranche 1 Properties prior to the Tranche 1 Closing Date.
(ii) Title Insurer shall have irrevocably committed to issue the T-1 Owner's Policy of Title Insurance for each Tranche 1 Property in the amount of the Purchase Price allocated to such Tranche 1 Property, as set forth in Schedule 2 hereof, in the form previously approved by Buyer in accordance with the terms of Article 5 hereof, and showing title vested in Buyer subject only to the Permitted Exceptions.
(iii) The representations by the Tranche 1 Sellers contained herein shall be true and correct in all material respects as of the Tranche 1 Closing Date. If any one or more items listed above (the “Tranche 1 Closing Conditions”) have not been satisfied as of the Tranche 1 Closing Date, Buyer shall have the right to either waive such Tranche 1 Closing Conditions or terminate this Agreement pursuant to Article 14 hereof, or, if such failure constitutes a default by Seller, pursuant to Section 13.2 hereof. Notwithstanding the foregoing, in the event that the Tranche 1 Closing Conditions have been met as to certain Tranche 1 Properties, but not all Tranche 1 Properties (and such failure of condition is not as a result of any default by Tranche 1 Sellers hereunder) (each Property where a Tranche 1 Closing Condition has not been met, a “Tranche 1 Conditioned Property”), Seller hereby reserves the right to terminate this Agreement as to any Tranche 1 Conditioned Property only, by delivering written notice to Buyer of such election prior to the Tranche 1 Closing Date; provided, however, that in lieu of such termination by Seller, Buyer may, in its sole discretion, agree to waive such condition and close. Following such notice of partial termination, this Agreement shall survive with respect to the remaining Properties, and the Tranche 1 Closing shall proceed with respect to the remaining Properties (with the Purchase Price reduced by the Purchase Price allocated to each Conditioned Property as set forth on Schedule 2 attached ...
Tranche 1 Closing. The obligations of the Tranche 1 Sellers with regard to the Tranche 1 Closing under this Agreement are, at the Tranche 1 Sellers’ option, subject to the fulfillment of all of the following conditions prior to or at the Tranche 1 Closing Date:
(i) Buyer shall have performed and complied with all the agreements and conditions required by this Agreement to be performed and complied with by Buyer with respect to the Tranche 1 Properties prior to the Tranche 1 Closing Date, and Buyer and the Tranche 1 Sellers agree that Escrowholder may deem all such items to have been performed and complied with when Buyer has deposited with Escrowholder all items required hereunder for the Tranche 1 Properties.
(ii) The representations by Buyer contained herein shall be true and correct in all material respects as of the Tranche 1 Closing Date. If any one or more items listed above have not been satisfied as of the Tranche 1 Closing Date, Sellers shall have the right to terminate this Agreement pursuant to Article 14 hereof.
Tranche 1 Closing. The First Tranche 1 Closing and Second Tranche 1 Closing shall have occurred;
Tranche 1 Closing. The closing of the Tranche 1 Subscription (the “Tranche 1 Closing”) shall occur concurrently with the execution and delivery of this Agreement. At the Tranche 1 Closing, (i) Subscriber shall pay or cause to be paid to Grove, by wire transfer of United States dollars in immediately available funds to an account designated in writing by Grove, the Tranche 1 Purchase Price and (ii) Grove shall issue to Subscriber (or the funds and accounts designated by Subscriber if so designated by Subscriber, or its nominee in accordance with its delivery instructions) or to a custodian designated by Subscriber, as applicable, the Tranche 1 Shares, free and clear of any liens or other restrictions whatsoever (other than those arising under state or federal securities laws), which Tranche 1 Shares, unless otherwise determined by Grove, shall be uncertificated, with record ownership reflected only in the register of shareholders of Grove.
Tranche 1 Closing. At the Tranche 1 Closing, each of the following documents shall be executed and delivered in the form and substance as indicated below, and, if not utilizing a form used in connection with the original Master Lease, otherwise reasonably acceptable to Xxxxxxx and Tenant:
Tranche 1 Closing. The consummation of the transactions described in Section 2.1 (the "TRANCHE 1 CLOSING") shall take place in the offices of O'Melveny & Xxxxx, Suite 1905, Tower Two, Lippo Center, 00 Xxxxxxxxx, Xxxxxxx, Xxxx Xxxx at 10:00am on the date thirty (30) days after the satisfaction or waiver of each of the conditions precedent set forth in Section 8.1(i), Section 8.1(j), Section 8.1(k), Section 8.1(l), Section 8.1(m), Section 8.1(x), Section 8.1(y) and Section 7.10 (or in the event that such date is not a Business Day, the following Business Day) or at such other place or at such other time and date as the Investors and the Company may otherwise mutually agree.
Tranche 1 Closing. The closing on December 21, 2010 of the sale and transfer of those Projects described on Exhibit L-1.
Tranche 1 Closing. Except as otherwise provided in this Agreement, the contribution of the Tranche 1 Properties and the delivery of the applicable Interests pursuant to this Agreement and the LLC Agreement, payment of the Tranche 1 Cash Portion of Sales Price and assumption of the relevant Permitted Debt, shall be consummated at a closing (the "Tranche 1 Closing") that shall take place at 10:00 a.m. on or about September 30, 2005 (the "Tranche 1 Closing Date") (anticipated to be the date that is four (4) business days after receipt by Australian Trust of that portion of the aggregate subscription price for the initial public offering of units in the Australian Trust which is payable on the closing date of said initial public offering), or such other earlier date as may be agreed to by the parties hereto, and which closing shall be at the offices of Paul, Hastings, Janofsky & Walker LLP, 75 East 55th Street, New York, New York 10020, xx xxch xxxxx locatixx xx xxx xxxxxxx xxx xxxxx xxxx; provided; however, that if (i) the Underwriting Agreement is not executed by the parties thereto on or before September 30, 2005 ("Underwriting Deadline") or (ii) the Tranche 1 Closing has not occurred on or before October 31, 2005 (the "Tranche 1 Closing Deadline"), either Contributor or the Company may elect, at its option, to terminate this Agreement by giving the other party written notice of the exercise of such election at any time after the Underwriting Deadline or the Tranche 1 Closing Deadline, as applicable, whereupon this Agreement shall terminate, and neither Contributor nor the Company shall have any further liability to the other hereunder, except for the Surviving Obligations.
