First Offer Closing Date definition

First Offer Closing Date has the meaning set forth in Section 7.3.
First Offer Closing Date means the date on which the Offer is declared unconditional;
First Offer Closing Date shall be deemed to refer to the Call Interest Closing Date;

Examples of First Offer Closing Date in a sentence

  • Nomura and the Trust agree to provide a certificate as at either the Closing Date or the First Offer Closing Date (whichever is applicable) representing and warranting as to the matters listed in this Section 5.2 as at that date.

  • Nomura and the Trust agree to provide a certificate as at either the Closing Date or the First Offer Closing Date (whichever is applicable) representing and warranting the ownership position as at that date.

  • If FMC timely delivers a Purchase Notice, the Xxxxxxxxx Parties and FMC shall establish a closing date (which shall be a Business Day) for the sale and purchase of the Right Securities (the “Right of First Offer Closing Date”), which Right of First Offer Closing Date shall be no later than 30 calendar days after the receipt of the Acceptance.

  • A First Offer Closing shall be consummated at the business office of the Company at 10:00 a.m., Columbus, Ohio local time, on the First Offer Closing Date.

  • On the Right of First Offer Closing Date, (i) the Xxxxxxxxx Parties shall deliver to FMC a certificate or certificates evidencing the Right Securities together with a stock transfer power executed in blank against receipt of immediately available funds in an amount equal to the purchase price set forth in the Initial Offer and (ii) FMC and the Xxxxxxxxx Parties shall enter into such customary agreements as are necessary to cause the Right of First Offer Closing to occur.

  • In the event that no such notice is given, the First Offer Closing Date shall be the date which is the ninetieth (90th) day after the date on which the corresponding Option Election Notice is given.


More Definitions of First Offer Closing Date

First Offer Closing Date is defined in Section 7.8(c).
First Offer Closing Date has the meaning specified in Section 7.2(d).
First Offer Closing Date in reference to a First Offer Closing shall mean the date designated as such in a notice given by the Member (or jointly by the Members, if more than one) required to purchase a First Offer Interest at such First Offer Closing (each, a "Purchasing Member") to the Member required to sell the First Offer Interest at such First Offer Closing (the "Selling Member"); provided that such date shall be a date which is no sooner than thirty (30) days and no later than ninety (90) days after the date on which the corresponding Option Election Notice is given. In the event that no such notice is given, the First Offer Closing Date shall be the date which is the ninetieth (90th) day after the date on which the corresponding Option Election Notice is given. At the First Offer Closing, (i) each Purchasing Member shall pay to the Selling Member its share of the First Offer Price in respect of the First Offer Interest to be purchased and sold, calculated in accordance with Section 7.2(c) of this Agreement, in United States Dollars and in the form of a good bank-certified or cashier's check drawn on an institution reasonably satisfactory to the Selling Member or, at the direction of the Selling Member, by wire transfer to an account designated by the Selling Member, and (ii) the Selling Member shall effectively transfer to the order of each Purchasing Member its share of the Selling Member's First Offer Interest in accordance with the First Offer Procedures, free and clear of all liens or encumbrances of any kind. At, and subsequent to, the First Offer Closing, each Member and the Company shall execute, deliver and acknowledge any and all documents, agreements, and statements and certificates concerning factual matters, and shall take or refrain from taking actions, as shall be reasonable, necessary or appropriate in connection with the consummation of the First Offer Closing in accordance with the provisions of this Section 7.2.

Related to First Offer Closing Date

  • Offer Closing Date has the meaning set forth in Section 1.01(f).

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

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

  • Outside Closing Date means the date which is 365 days after the earlier of the Firm Closing Date; or Second Tentative Closing Date; or such other date as may be mutually agreed upon in accordance with section 4. “Property” or “home” means the home including lands being acquired by the Purchaser from the Vendor. “Purchaser’s Termination Period” means the 30-day period during which the Purchaser may terminate the Purchase Agreement for delay, in accordance with paragraph 10(b).

  • IPO Closing Date means the closing date of the IPO.

  • Option Closing Date shall have the meaning ascribed to such term in Section 2.2(c).

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

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

  • Tender Closing Date means the date and time set out in column (C) of Part 1 of the Schedule to the Tender Notice;

  • Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.

  • 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.

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Original Closing Date means the "Closing Date" as defined in the Existing Credit Agreement.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

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

  • Subsequent Closing shall have the meaning ascribed to such term in Section 2.4.

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • IPO Closing means the initial closing of the sale of the Class A Common Stock in the IPO.

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

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

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

  • Anticipated Closing Date means the anticipated closing date of any proposed Qualified Sale Transaction, as determined in good faith by the Board of Directors on the Applicable Date.

  • 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.

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

  • Delayed Closing Date means the date, set in accordance with section 3, on which the Vendor agrees to Close, in the event the Vendor cannot Close on the Firm Closing Date.