Phase II Closing definition

Phase II Closing means a specific Phase’s Closing.

Phase II Closing has the meaning given to such term in the CIT Group Agreement.

Phase II Closing means either the receipt of the Settlement Amount by PHUS or the receipt by PHUS of the Mesa Shares.

Examples of Phase II Closing in a sentence

• The Purchase Price shall be payable from the Phase I Co- Developer or Phase II Co-Developers to the EDA at each applicable Closing as follows:(a) the Earnest Money shall be held and applied to the Purchase Price due at the Phase II Closing; and (b) the balance of the Purchase Price on the Closing Date subject to those adjustments, prorations and credits described in this Agreement, in certified funds or by wire transfer pursuant to instructions from EDA.

• The Purchase Price for each Phase, as applicable, less Earnest Money at the Phase II Closing, shall be payable on the Closing Date, subject to those adjustments, pro-rations and credits described in this Agreement, in certified funds or by wire transfer pursuant to the instructions from EDA.

• Provided the applicable conditions precedent are satisfied or waived, Developer reserves the right to have the Phase II Closing Date be on the same date as the Phase I Closing Date, which is all cases shall occur first.

• The representations and warranties set forth in Sections 9.1 and 9.2 above shall survive the Phase I Closing and the Phase II Closing, as applicable, for a period of one (1) year each (”Limitation Period”).

• For purposes hereof, the “Closing Date” shall mean the date upon each of the Phase I Closing Date and the Phase II Closing Date.

More Definitions of Phase II Closing

Phase II Closing shall have the meaning set forth in Section 3(b) hereof.

Phase II Closing means completion of the sale and purchase by BGL (or any of its Affiliates) of such number of Relevant Securities that represents approximately 70% in number of the Relevant Securities in issue on the Phase II Closing Date;

Phase II Closing as defined in Section 2.3 hereof.

Phase II Closing means the -------------------- completion of OmniVision's and TSMC's contributions to capital to NEWCO set forth in Section 3.5. The Phase II Closing shall take place on the "Phase II Closing Date" at the principal offices of NEWCO. Within a reasonable time after the Phase II Closing, the Parties shall each use their commercially reasonable efforts to (i) apply for and (ii) obtain the approval by the relevant authorities of Taiwan, R.O.C. to permit TSMC and NEWCO [***] for providing [***] and testing service (the "Approval").

Phase II Closing shall occur on or before September 15, 2020 (the “Phase II Closing Date”), and (iii) the Closing of Phase III (“Phase III Closing”) shall occur on or before December 21, 2020 (the “Phase III Closing Date”).” As used in the Agreement and this Third Amendment: (a) the term “Closing” shall mean and refer to the Phase I Closing, the Phase II Closing and/or the Phase III Closing as applicable and as the context may require; (b) the term “Closing Date” shall mean and refer to the Phase I Closing Date, the Phase II Closing Date and/or the Phase III Closing Date as applicable and as the context may require; and (c) the term “Phase” shall mean and refer to Phase I, Phase II and/or Phase III as applicable and as the context may require.

Phase II Closing has the meaning assigned to such term in Section 7.13(a).

Phase II Closing means the consummation of the Phase II Transactions set forth in Section 3.2. The Phase II Closings shall take place on the “Phase II Closing Dates” at the principal offices of VisEra Cayman or another location mutually agreed upon. The capitalization of VisEra Cayman shall reflect the Ownership Ratio on the Phase II Closing Dates. Within a reasonable time after the Phase II Closing, the Parties shall each use their commercially reasonable efforts to (a) apply for and (b) obtain the approval by the relevant authorities of Taiwan, R.O.C. to permit TSMC and VisEra Taiwan [***] for providing [***] and testing service, and either (c) locate additional investor(s) making an investment in VisEra Cayman in the *** Confidential treatment requested pursuant to a request for confidential treatment filed with the Securities and Exchange Commission. Omitted portions have been filed separately with the Commission. SA between TSMC and OmniVision August 12, 2005 CONFIDENTIAL TREATMENT TSMC/OmniVision Confidential aggregate amount not to exceed a portion of the total equity share voting rights of VisEra Cayman equal to 19.98% minus X% where X is equal to the total percentage of the Corresponding Stock described in 3.2(f), or (d) secure the appropriate approvals from their respective Boards of Directors to proceed with the transactions described in Phase III, or both (c) and (d) (collectively the “Approval”).