Offer Closing Time definition

Offer Closing Time. The Offer may not be terminated or withdrawn prior to its expiration date (as such expiration date may be extended and re-extended in accordance with this Section 2.01(a)), unless this Agreement is validly terminated in accordance with Section 9.01. If this Agreement is validly terminated in accordance with Section 9.01, Merger Sub shall promptly and irrevocably terminate the Offer and return, and shall cause any depository acting on behalf of Merger Sub to return, all tendered shares of Company Common Stock to the registered holders thereof. Nothing contained in this Section 2.01(a) shall affect any termination rights set forth in Section 9.01.
Offer Closing Time means the time at which the Offeror accepts for exchange, and exchanges, all of the Marel Shares validly tendered and not validly withdrawn.
Offer Closing Time means the time and date specified in the Term Sheet as the "Offer Closing Date";

Examples of Offer Closing Time in a sentence

  • This Agreement may not be amended or supplemented after the Offer Closing Time.

  • Prior to the Offer Closing Time, Parent shall not, except with the prior written consent of the Company, require the Company to make any payment with respect to any demands for appraisal or offer to settle or settle any such demands.

  • At any time prior to the Offer Closing Time, the parties hereto may (i) extend the time for the performance of any of the obligations or other acts of the other parties hereto, (ii) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (iii) waive compliance with any of the agreements or conditions contained in this Agreement (subject to Section 2.01).

  • Prior to the Offer Closing Time, the Company shall convert all Investment Securities to Cash and Cash Equivalents.

  • Parent agrees to take all action necessary to cause the Merger Sub or the Surviving Corporation, as applicable, and, during the period between the Offer Closing Time and the Effective Time, to perform all of its agreements, covenants and obligations under this Agreement.

  • The provisions of this Section 6.04 are, from and after the Offer Closing Time, intended to be for the benefit of, and shall be enforceable by, each Indemnified Party, his or her heirs and his or her representatives, and are in addition to, and not in substitution for, any other rights to which each Indemnified Party is entitled, whether pursuant to Law, Contract or otherwise.

  • The Surviving Corporation’s obligations under this Section 7.03(b) shall continue in full force and effect for the period beginning upon the Offer Closing Time and ending six years from the Effective Time; provided that all rights to indemnification in respect of any Proceeding asserted or made within such period shall continue until the final disposition of such Proceeding.

  • UCRI and UCRI Group shall assume and be solely responsible for all liabilities or claims made or arising under any collective bargaining agreement covering the terms and conditions of any employee of either Group relating to any period of time prior to the Offer Closing Time, including, but not limited to, any back pay or benefits due for periods prior to the Offer Closing Time as a result of good faith bargaining without regard to when such agreement is reached.

  • Notwithstanding anything to the contrary, this Agreement shall only become effective as of, and contingent upon, the Offer Closing Time and shall be void ab initio and of no effect upon the valid termination of the Merger Agreement.

  • As of the Offer Closing Time, UCRI shall assume and be solely responsible for all earned salaries, wages, bonuses, severance payments or other current or deferred compensation retirement, welfare or fringe benefits of all UCRI Employees, regardless of whether earned or accrued before or after the Offer Closing Time and of all Foodservice Employees to the extent earned or accrued prior to the Offer Closing Time.

Related to Offer Closing Time

  • Scheduled Closing Time means, in respect of an Exchange or Related Exchange and a Scheduled Trading Day, the scheduled weekday closing time of such Exchange or Related Exchange on such Scheduled Trading Day, without regard to after hours or any other trading outside of the regular trading session hours.

  • Closing time means the date and hour specified in the bidding documents for the receipt of bids.

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

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

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

  • Stockholder Approval Date means the date on which Stockholder Approval is received and deemed effective under Delaware law.

  • IPO means the Company’s first underwritten public offering of its Common Stock under the Securities Act.

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