Closing Date Target definition

Closing Date Target as defined in the recitals hereto.
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Closing Date Target has the meaning set forth in the Introductory Statement to this Loan Agreement.
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Closing Date Target means Vention Medical Holdings, Inc., a Delaware corporation.
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Examples of Closing Date Target in a sentence

  • On the Closing Date, Target shall deliver to Acquiror an updated Option Schedule current as of such date.

  • On the Closing Date, Target Company shall deliver to Buyer a certificate, dated as of the Closing Date, certifying to the effect that no interest in the Target Company is a U.S. real property interest (such certificate in the form required by Treasury Regulation Section 1.897-2(h) and 1.1445-3(c)) (the “FIRPTA Statement”).

  • Prior to transferring, destroying or discarding any Tax Returns, schedules and work papers, records and other documents in its possession relating to Tax matters of the Target Company and its Subsidiaries for any taxable period beginning before the Closing Date, Target Representative, the Target Company or Holdings (as the case may be) shall provide the other parties with reasonable written notice and offer the other parties the opportunity to take custody of such materials.

  • All tax sharing agreements or similar agreements with respect to or involving Target shall be terminated as of the Closing Date and, after the Closing Date, Target shall not be bound thereby or have any liability thereunder.

  • All tax-sharing agreements or similar agreements with respect to or involving Target shall be terminated as of the Closing Date and, after the Closing Date, Target shall not be bound thereby or have any liability thereunder.

  • All Tax sharing agreements or similar agreements with respect to or involving Target shall be terminated as of the Closing Date and, after the Closing Date, Target shall not be bound thereby or have any liability thereunder.

  • From the date it commenced operations and ending on the Closing Date, Target will have conducted its "historic business" (within the meaning of Treas.

  • Prior to the Closing Date, Target shall deliver to Parent an executed affidavit from Target, also delivered to the IRS, that the shares of Target Capital Stock are not a “U.S. real property interest” in accordance with the Treasury Regulations issued under Sections 897 and 1445 of the Code.

  • The Sellers shall cause prior to the Closing Date, Target to obtain from its landlords (to the extent required under the pertinent premises lease) written consent to the assignment of all leases being indirectly assumed by Buyer, which assignments are deemed to have resulted from the transactions contemplated by this Agreement.

  • On the Closing Date, Target shall deliver to Acquiror an update of such list current as of such date.


More Definitions of Closing Date Target

Closing Date Target means the “Acquired Companies” as defined in the Closing Date Acquisition Agreement. “Code” means the Internal Revenue Code of 1986, as amended, and any successor statute thereto. “Collateral” means all properties, rights, interests, and privileges from time to time subject to the Liens granted to Administrative Agent, or any security trustee therefor, by the Collateral Documents. “Collateral Account” is defined in Section 8.4(b).
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Closing Date Target means the “Acquired Companies” as defined in the Closing Date Acquisition Agreement.
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Closing Date Target means the “Acquired Companies” as defined in the Closing Date Acquisition Agreement. “Code” means the Internal Revenue Code of 1986, as amended, and any successor statute thereto.
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Related to Closing Date Target

  • Closing Date Business Plan means the set of Projections of Borrowers for the 3 year period following the Closing Date (on a year by year basis, and for the 1 year period following the Closing Date, on a month by month basis), in form and substance (including as to scope and underlying assumptions) satisfactory to Agent.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Closing Date Cash means Company Cash as of 11:59 P.M. on the date immediately prior to the Closing Date.

  • Closing Date Term Loan has the meaning specified in Section 2.01(a).

  • Closing Date Transactions means, collectively (a) the funding of the Loans on the Closing Date and the execution and delivery of Loan Documents to be entered into on the Closing Date, (b) the Debt Proceeds Transfer, and (c) the payment of Closing Date Transaction Expenses.

  • Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.

  • Closing Date Net Working Capital means the Net Working Capital as of the Closing Date.

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

  • Additional Closing Date has the meaning set forth in Section 3.

  • Closing Date Term Loans means the Term Loans made by the Term Lenders on the Closing Date to the Borrower pursuant to Section 2.01(1).

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

  • Closing Date Statement has the meaning set forth in Section 2.06(b).

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a).

  • Closing Date Payment has the meaning set forth in Section 2.04(a)(i).

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Second Closing Date means the date of the Second Closing.

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

  • Scheduled Closing Date Has the meaning specified in the Note Purchase Agreement.

  • Material Project EBITDA Adjustments means, with respect to each Material Project:

  • Closing Date Term Loan Commitment means the commitment of each Lender to make Term Loans on the Closing Date hereunder in an aggregate principal amount not to exceed the amount set forth under the heading “Closing Date Term Loan Commitment” opposite its name in Schedule 2.01 hereto. The aggregate amount of the Closing Date Term Loan Commitments as of the Closing Date is $1,150,000,000.

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

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