Assumed Liabilities has the meaning set forth in Section 2.3.
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.
Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.
Second Closing Date means the date of the Second Closing.
Second Closing has the meaning set forth in Section 2.2.
First Closing has the meaning set forth in Section 2.1(a).
Pre-Closing Environmental Liabilities means (i) any violation of Environmental Law arising in connection with the ownership or operation of the Properties prior to the Effective Time, (ii) any Release of Hazardous Substances onto or from the Properties prior to the Effective Time or relating to or arising from any activities conducted on such properties or from operation of such assets prior to the Effective Time and (iii) any claim, action, cause of action, inquiry, investigation, remediation, removal or restoration with respect to the matters set forth in subsection (i) or (ii) above
Acquired Assets has the meaning set forth in Section 2.1.
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.
Initial Closing shall have the meaning ascribed to such term in Section 2.1.
Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.
Seller’s Closing Documents as defined in Section 3.2(a).
Third Closing Date has the meaning set forth in Section 2.2(c).
Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.
Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.
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.
Transferred Assets has the meaning set forth in Section 2.1.
Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.
Acquisition Closing Date means the date on which the Acquisition is consummated.
Scheduled Closing Date Has the meaning specified in the Note Purchase Agreement.
Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.
Purchased Assets has the meaning set forth in Section 2.1.
Excluded Liabilities has the meaning set forth in Section 2.4.
Assumed Obligations has the meaning specified in Section 2.2.
Merger Closing Date the Closing Date (as defined in the Merger Agreement).
Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.