Closing II definition

Closing II shall have the meaning ascribed to such term in Clause 2.5.
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Closing II has the meaning given to it in Section 2.3(a);
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Closing II. Means the closing of the purchase and acquisition of 100% of the share capital of Towers Zweite by the Seller from Telefónica Germany, as defined in the German SPA.
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Examples of Closing II in a sentence

  • This Agreement shall become effective upon the issuance of such securities to the Purchaser at Closing II pursuant to the Stock Purchase Agreement.

  • The terms and conditions as agreed between the Parties or determined by the Expert shall apply with retroactive effect as of Closing I or Closing II (as the case may be).

  • In respect of the Non-Completing Purchaser, the Additional Amount payable (if any) in respect of the Divisions to be acquired by it shall be calculated up to, but excluding, the date of Closing II on the basis of an amount of $200,000,000.

  • Each of the Closing I and the Closing II will be deemed to be effective as of the close of business on the date of such Closing for tax and accounting purposes.

  • The Closing II shall be deemed completed, if each and all Closing Actions II have been completed on the Closing Date II prior to 5.00 p.m. CET (the “Successful Closing II”).

  • The consideration to be paid by the Investor for the Purchased Shares at the Closing I and the Closing II shall be US$300,000 and US$700,000, respectively, in cash (the “Cash Consideration”) to be paid pursuant to Section 2.3(c).

  • In the event of a Failed Closing II the provisions for the Failed Closing I (Clause 2.4) shall apply mutatis mutandis, but in no event later than 29 June 2007.

  • In the event of a Successful Closing I, the Closing II and the Closing Actions II shall take place on the Closing Date II commencing at 10 a.m. CET (the “Closing II”).

  • The present generation portfolio comprises four off 1.2MW Diesel Generators and a 0.5MW Diesel Generator.

  • Any reference to a time period determined by reference to "Closing" shall be determined by reference to Closing I or Closing II as the case may be.


More Definitions of Closing II

Closing II or “Closing Date II” means September 10, 2004; “Closing III” or “Closing Date III” means October 10, 2004; “Closing IV” or “Closing Date IV” means November 10, 2004, or such other dates as mutually agreed to in writing by the Parties hereto;
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Related to Closing II

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

  • Final Closing Statement has the meaning set forth in Section 2.4(a).

  • Pre-Closing Statement has the meaning set forth in Section 2.4(a).

  • First Closing has the meaning set forth in Section 2.1(a).

  • 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 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.

  • Estimated Closing Statement has the meaning set forth in Section 2.4(a).

  • Second Closing has the meaning set forth in Section 2.2.

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

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

  • Acquisition Closing Date means the “Closing Date” as defined in the Acquisition Agreement.

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

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

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

  • 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.

  • Post-Closing Statement has the meaning set forth in Section 3.3(c).

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

  • 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.

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

  • Closing Statements has the meaning set forth in Section 3.3(b).

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

  • Closing Date Cash has the meaning specified in Section 3.4(a).

  • Final Closing Cash shall have the meaning set forth in Section 2.11(g).

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

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