Examples of Primary Closing Date in a sentence
LodgeWorks will terminate the employment of any Employees that accept employment with Purchaser, effective as of the Primary Closing Date.
From the Inspection Period End Date until the Primary Closing Date and each subsequent Closing Date, each Selling Party will have performed in all material respects each and every covenant required to be performed by such Selling Party under this Agreement and each of Selling Parties’ representations and warranties set forth in this Agreement will be true and complete as of the applicable Closing Date.
Notwithstanding anything in this Agreement to the contrary, if the Company has not secured the Shareholder Approval within 30 days of the Primary Closing Date, Merck Global Health Innovation Fund, LLC’s obligations in respect of the Secondary Closing shall terminate.
LodgeWorks will continue to process and pay all claims for employee benefits to all Employees and the qualified beneficiaries of such Employees under Seller Employee Plans to the extent the services underlying such claims are provided prior to the Primary Closing Date and are covered under the applicable Seller Employee Plans, except to the extent Purchaser receives a credit for such employee benefits.
From the Inspection Period End Date until the Primary Closing Date and any subsequent Closing Date, there will be no undisclosed litigation or administrative agency or other governmental proceeding, pending or threatened, against or involving the Assets, which would prevent the sale of the Assets.
Purchaser will assume and perform the Assumed Contracts as of the Primary Closing Date or any subsequent Closing Date, as applicable.
As of the Primary Closing Date or any subsequent Closing Date, as applicable, the Title Company will have issued or will have irrevocably committed to issue the Title Policies subject only to Permitted Title Exceptions.
In addition, the Seller Entities shall be liable for the payment of any formulaic incentive bonuses, including monthly, quarterly and semi-annual incentive bonuses, to the Transferred Business Employees with respect to the period commencing on January 1, 2012 and ending on the Primary Closing Date.
If Sprint determines to proceed with the IPO after the Primary Closing Date, the Secondary Closing shall take place at the offices of King & Xxxxxxxx, 0000 Avenue of the Americas, New York, New York, at 10:00 a.m. (local time at the place of the Secondary Closing) on the date determined by Sprint in accordance with Section 5.2(d) or at such other location or on such other date or time as Sprint may determine.
Any communications by Purchaser with the Business Employees and/or Affiliated Employees prior to the Primary Closing Date shall be subject to and in compliance with the terms of this Agreement.