Phase II Closing Date definition
Examples of Phase II Closing Date in a sentence
The Phase II Closing Date shall be no later than December 15, 2003.
The Seller’s Fundamental Representations and Warranties relating to the Phase II Business or the Phase II Closing shall be true and correct (except for de minimis inaccuracies) as of the date hereof and as of the Phase II Closing Date as though made on such date.
Following the Phase I Closing, the Purchaser shall maintain outstanding the Phase II Letter of Credit, or any substitute or replacement letter of credit thereto, until the earlier of (a) the Phase II Closing Date and (b) the resolution of any Proceeding initiated by the Seller within 60 days following the occurrence of an Abandonment Date at Purchaser’s election pursuant to Section 7.2 asserting a breach of this Agreement by Purchaser’s failure or inability to consummate the Phase II Closing.
All of the covenants and obligations that the Seller is required to perform or comply with under this Agreement following the Phase I Closing Date and prior to the Phase II Closing Date must have been duly performed and complied with in all material respects.
The failure to achieve the Phase I Closing Date or the Phase II Closing Date in the time period specified by this Agreement that is not caused by an Event of Default, shall allow either Party to terminate this Agreement upon written notice to the other Party.