Outside Deferred Closing Date definition

Outside Deferred Closing Date means the date that twenty-four (24) months after the Closing Date. “Owned Real Property” has the meaning specified in Section 5.7(a).

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Outside Deferred Closing Date means the date that twenty-four (24) months after the Closing Date.

Outside Deferred Closing Date means the date that is 180 days after the date of this Agreement; provided that (i) LBHI and Seller shall have the right, in their sole discretion, to extend the Outside Deferred Closing Date by up to twenty (20) Business Days in order to cure any default by LBHI or Seller, as provided in Section 15.1.3(a), and (ii) subject to the requirements set forth in Section 2.5.2(g), in the event that an Order issued by any Governmental Authority has been entered that prevents or prohibits the consummation of the transfer of one or more Deferred Closing Assets to the applicable Buyer Party prior to the date that is 180 days after the date of this Agreement, any Party shall have the right, in its sole discretion, to extend the Outside Deferred Closing Date with respect to, and only with respect to, such Deferred Closing Assets in accordance with Section 2.5.2(g) until the date that is three (3) Business Days after the date the transfer of such Deferred Closing Assets may first be lawfully consummated. Any extension of the Outside Deferred Closing Date pursuant to clause (ii) hereof shall only be with respect to any Retained Deferred Closing Asset(s) and shall not apply to any other Deferred Closing Assets.

Examples of Outside Deferred Closing Date in a sentence

• If the Advantage Closing does not occur on or prior to the Outside Deferred Closing Date, then, on the business day following the Outside Deferred Closing Date, Seller and Buyer shall deliver joint written instructions to the Escrow Agent instructing the Escrow Agent to disburse to Buyer (or its designee) all amounts held in the Advantage Escrow Fund (including the Advantage Escrow Amount plus all earnings thereon).

• Subject to Section 2.5.2(g), without any further action of the parties hereto, on the Outside Deferred Closing Date, subject to satisfaction or waiver of the conditions set forth in Sections 10.2 and 11.2, any remaining Escrowed Deferred Stock Consideration and Escrowed Deferred Closing Asset Transfer Documents shall be released from escrow in accordance with the terms of the Deferred Closing Asset Escrow Agreement.

• If the Advantage Cut-Off does not occur, then notwithstanding the occurrence of the Closing and subject to the terms of Section 4.7(n), the Advantage Closing shall be postponed to a date following the Closing Date on which all of the Advantage Closing Conditions (other than conditions that, by their terms, cannot be satisfied until the Advantage Closing) have been satisfied or waived (but no later than Outside Deferred Closing Date, unless otherwise agreed in writing by ▇▇▇▇▇, Seller and Parent).

• Seller will include the income of the Acquired Companies that were members of the Affiliated Group (including any deferred income triggered into income by Regulations section 1.1502-13 and 1.1502-14 and any excess loss accounts taken into income under Regulations section 1.1502-19) on Seller's consolidated federal income Tax Returns for all periods through the Closing Date and pay any federal income Taxes attributable to such income.

• In the event that either the Deferred BD Closing does not occur on or before the Outside Deferred Closing Date, then all obligations of Buyer and its Affiliates and Seller Parent and its Affiliates under this Section 4.6 with respect to the BD Subsidiary shall cease immediately upon the Outside Deferred Closing Date, and as of such date, Seller Parent, in its sole discretion, shall have the right to commence the winding down of the BD Subsidiary in a manner that Seller Parent deems reasonable.

More Definitions of Outside Deferred Closing Date

Outside Deferred Closing Date means (i) as respects Parcel 40, December 31, 2005, or such later date established pursuant to the Purchase and Sale Agreement to allow for the closing of the sale of Parcel 40 to the Mission Bay Borrower, (ii) as respects Parcel N4a, December 15, 2004, or such later date established pursuant to the Purchase and Sale Agreement to allow for the closing of the sale of Parcel N4a to the Mission Bay Borrower, and (iii) as respects the Santa Fe Depot Property, June 30, 2005, or such later date established pursuant to the Purchase and Sale Agreement to allow for the closing of the sale of the Santa Fe Depot Property to the Santa Fe Depot Borrower.

Outside Deferred Closing Date shall have the meaning set forth in Section 3.05(a).

Outside Deferred Closing Date has the meaning specified in Section 4.6(a).