Transaction Closing. The Corporation will use its commercially reasonable efforts to close the Transaction on substantially the same terms as set out in the Binding Letter of Intent.
Transaction Closing. The closing of the transaction as contemplated by this Agreement (the "Closing") shall take place in San Diego, California, at the offices of the Escrow Agent at 10:00 A.M. (Pacific Time Zone) on December 20, 2005 if the SEC has accepted Schedule 14C with respect to this transaction on or prior thereto, or on December 30, 2005 if the SEC has not accepted Schedule 14C with respect to this transaction on or prior to December 20, 2005 or at such other time and place as may be agreed among by the parties (“Closing Date”), unless otherwise extended in writing by the parties.
Transaction Closing. Each Transaction Closing shall occur at 10:00 a.m., New York City time, on the date that is three (3) Business Days after the applicable Sale Price has been finally determined pursuant to Section 2.2 . On the Transaction Closing Date with respect to any particular Mortgage Assets, the Parties shall consummate the sale of such Mortgage Assets pursuant to an assignment agreement substantially in the form of Exhibit B attached hereto (each an “Assignment Agreement”), against delivery by the Buyer of the Sale Price for such Mortgage Assets. Delivery of the Sale Price by the Buyer shall be made in U.S. dollars by wire transfer in immediately available funds to the account or accounts designated by Seller in the Exercise Notice.
Transaction Closing. Manage coordination between principal counter parties, developer, investor and SPE in effectuating the necessary documentation to close on the selected structure; Assist in finalizing document negotiations (with economic, accounting and risk management focus), being a resource to SPE management regarding final financial reporting, structure economics, due diligence review process, coordination of third parties like legal, survey, environmental, title, etc. through to non-refundable deposit release and subsequent closing; Assist SPE in final phase of coordinating activities required to consummate the Transaction; Assist in the resolution of final business issues and assistance in the satisfaction of closing requirements; and Upon request, JLL can also be a resource with discussions regarding Sony Pictures Plaza, 00000 Xxxx Xxxxxxxxxx Xxxx., Xxxxxx Xxxx, XX 00000. In no event shall JLL have the authority to make any commitments or representations, enter into any agreements or sign any documents on behalf of SPE. SPE shall have the sole and absolute discretion to accept or reject any offer or to withdraw the Property from the market. Approval of all final terms and conditions of the Transaction will be subject to SPE in its sole and absolute discretion. Notwithstanding anything to the contrary contained herein, JLL acknowledges and agrees that SPE must approve in advance all materials that will be disseminated by JLL relating to the Transaction. SPE acknowledges that JLL is not an expert in and is not responsible for any legal, regulatory, tax, accounting, engineering, environmental or other technical matters, all of which shall be solely SPE's responsibility; provided, however, JLL shall, based on its professional expertise and experience, assist SPE in connection with such matters, including giving SPE recommendations as to experts to use for such matters and coordinating the work of such experts with the other parties working on the Transaction, but in no event shall JLL have responsibility for the work of such experts.
Transaction Closing. (a) The closing of the Transaction Sale (the “Transaction Closing”) shall take place at the offices of Weil, Gotshal & Xxxxxx, LLP, 000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, 00000 at 10:00 a.m. on the date (the “Transaction Closing Date”) on the first Business Day on which the conditions to the Transaction Closing set forth in Article VI are satisfied or waived.
(b) At the Transaction Closing, (i) Seller shall deliver to Buyer, free and clear of any Liens, the Shares and one or more certificates representing all of the Shares (in each case other than any Shares previously purchased at a First Sale Closing), duly endorsed in blank or accompanied by stock powers or other instruments of transfer duly executed in blank, and bearing or accompanied by all requisite stock transfer stamps, and (ii) Buyer shall pay to Seller the amounts referred to in Section 2.4(c) in accordance with such Section.
Transaction Closing. The closing of (i) the Transaction pursuant to the Kxxx Acquisition Agreement has occurred or shall occur concurrently with the Closing or (ii) any Replacement Transaction under the terms of any merger or acquisition agreement satisfactory to Occidental has occurred or shall occur concurrently with the Closing, in each case, without waiver of any of the material terms or conditions of the Kxxx Acquisition Agreement or such other agreement unless, in each case, approved in writing by Occidental (which approval shall not be unreasonably withheld or delayed).
Transaction Closing. The closing of the Transaction or any Replacement Transaction shall have occurred or shall occur concurrently with the Closing.
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Transaction Closing. The refinance of the GACC Debt, the transfer and lease of the Properties and the other transactions contemplated hereby shall be consummated on or before September 30, 2002, unless extended by mutual agreement of the parties hereto (the "Closing"). The Closing shall be held in escrow with the Title Company at the New York offices of Greenberg Traurig, P.X., xx xx sxxx xxxer location as CNL and Prime Care may agree, and shall simultaneously include the following events:
Transaction Closing. Shall occur on or before . Buyer(s) and Seller shall execute a formal endorsement of shares contract drawn by a Costa Rica Attorney/Notary, which shall incorporate the terms and conditions agreed to herein. This contract shall be executed before the closing date. Seller shall deliver possession of the Property to Buyer(s) on the date of close of the Transaction/Escrow.
