Closing and Delivery definition

Closing and Delivery. Subject to the fulfillment or valid waiver of the conditions set forth in Section 6, the closing of the subscription for Series A Shares by the Investor (the “Closing”) shall be held at the offices of Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, in Beijing, the PRC, on August 21, 2006, or at such other time and place as the parties hereto may agree upon. If the Closing does not occur on August 21, 2006, this Agreement shall expire unless the parties hereto otherwise agree. At the Closing, the Investor shall issue an irrevocable instruction to transfer the Subscription Amount in immediately available funds to the Company Account and deliver a confirmation notice to the Company that such instruction has been given. Upon the receipt of such confirmation notice from the Investor, the Company shall, forthwith, issue a share certificate representing the Series A Shares subscribed for by the Investor, enter such subscription in its Register of Members and deliver to the Investor a certified copy of the Register of Members reflecting the issuance of the Series A Shares.”
Sample 1

Examples of Closing and Delivery in a sentence

  • Available atwww.kff.org/hivaids/ hivghpwgpackage.cfm (accessed 6 October 2004).

  • Upon receipt of the Purchase Price and Closing Cost at time of Closing and Delivery, Buyer shall cease to have any claim to such Purchase Price or Closing Cost as might exist in the event Wallis & Wallis, P.A. was at that time acting as Escrow Agent.

  • Acquiree has one class of stock, which is denominated as Common Shares, of which 25,000,000 shares are authorized and a total of 13,845,000 shares are and will be issued and outstanding as of the Closing and Delivery Date.

  • Cash or certified check at time of Closing and Delivery of the Deed $ Total $ The Department of General Services, pending Closing, shall hold the 10% deposit in escrow.

  • Upon Closing and Delivery and Wallis & Wallis, P.A. shall from that time only be acting as an agent of Seller.

  • In the event Purchaser elects to upgrade to another aircraft within 48 (Forty-eight) months of the date of Closing and Delivery, Seller and Purchaser agree to the following provisions for a guaranteed repurchase (hereinafter “Repurchase”) of the Aircraft from Purchaser.

  • In the event that Buyer accepts physical possession of the Aircraft’s logbooks or records at any time during the course of its due diligence and/or technical Inspection prior to the Closing and Delivery, then Buyer assumes the risk of loss for those records and shall be liable for damages caused to Seller caused as a result of Buyer’s loss of records.

Related to Closing and Delivery

  • Closing Working Capital means: (a) the Current Assets of the Company, less (b) the Current Liabilities of the Company, determined as of the open of business on the Closing Date.

  • Delay Delivery Certification As defined in Section 2.02(a) hereof.

  • closing agreement as described in Section 7121 of the Code (or any corresponding or similar provision of state, local or foreign income Tax law) executed on or prior to the Closing Date; (iii) installment sale or open transaction disposition made on or prior to the Closing Date; or (iv) prepaid amount received on or prior to the Closing Date;

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Placement Agent, the Company and the Escrow Agent pursuant to which the Investors shall deposit their Investment Amounts with the Escrow Agent to be applied to the transactions contemplated hereunder, in the form of Exhibit B hereto.

  • Draft Closing Statement means a draft closing statement as of the close of business of the fifth (5th) Business Day immediately preceding the Closing Date setting forth an estimate of the Purchase Price (including all adjustments and prorations thereto).

  • First Amendment Closing Date has the meaning assigned to such term in the First Amendment.

  • Closing Checklist means the schedule, including all appendices, exhibits or schedules thereto, listing certain documents and information to be delivered in connection with the Agreement, the other Loan Documents and the transactions contemplated thereunder, substantially in the form attached hereto as Annex D.

  • Closing Notice Has the meaning specified in the NPA. Company: Has the meaning specified in the first paragraph of this Trust Supplement.

  • Closing Statement means the Closing Statement in the form on Annex A attached hereto.

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

  • Final Closing Working Capital has the meaning set forth in Section 2.5(d).

  • Price amendment means the amendment to a registration statement filed under the Securities Act of 1933 or, if an amendment is not filed, the prospectus or prospectus supplement filed under the Securities Act of 1933 that includes a statement of the offering price, underwriting and selling discounts or commissions, amount of proceeds, conversion rates, call prices, and other matters dependent upon the offering price.

  • Closing Working Capital Statement has the meaning set forth in Section 2.04(b)(i).

  • Third Amendment Closing Date has the meaning assigned to such term in the Third Amendment.

  • Approval Letter means the letter from WRAS to the Applicant confirming the grant of WRAS Approval in respect of a Product;

  • Closing Date Working Capital has the meaning specified in Section 2.3(b).

  • Post-Closing Agreement shall have the meaning set forth in Section 8.9.

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

  • Second Amendment Closing Date has the meaning assigned to such term in the Second Amendment.

  • Buyer Initial s/ IDH /s/ ICH Purchase Agreement for Taco Cabana - San Antonio, TX the close of escrow, in an amount equal to the purchase price, insuring that Buyer will own insurable title to the Property subject only to: the title company's standard exceptions; current real property taxes and assessments; survey exceptions; the rights of parties in possession pursuant to the lease defined in paragraph 11 below; and other items of record disclosed to Buyer during the Review Period. Buyer shall be allowed five (5) days after receipt of said commitment for examination and the making of any objections to marketability thereto, said objections to be made in writing or deemed waived. If any objections are so made, the Seller shall be allowed eighty (80) days to make such title marketable or in the alternative to obtain a commitment for insurable title insuring over Buyer's objections. If Seller shall decide to make no efforts to make title marketable, or is unable to make title marketable or obtain insurable title, (after execution by Buyer of such documents reasonably requested by Seller to evidence the termination hereof) Buyer's First Payment shall be returned and this Agreement shall be null and void and of no further force and effect. Pending correction of title, the payments hereunder required shall be postponed, but upon correction of title and within ten (10) days after written notice of correction to the Buyer, the parties shall perform this Agreement according to its terms.

  • Closing Certificate means the closing certificate of the Company in the form of Exhibit B hereto.

  • Fourth Amendment Closing Date the date on which all the conditions precedent set forth in Section 3 of the Fourth Amendment shall be satisfied or waived.

  • Closing Date Acquisition Agreement shall have the meaning assigned to such term in the recitals hereto.

  • Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).

  • Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.