Primary Closing Date definition

Primary Closing Date shall have the meaning specified in the Primary Purchase Agreement.
Primary Closing Date means the Trading Day on which all of the Transaction Documents have been executed and delivered by the applicable parties thereto, and all conditions precedent to (i) the Purchasersobligations to pay the Subscription Amount for the Securities to be delivered on the Primary Closing Date and (ii) the Company’s obligations to deliver the Securities to be delivered on the Primary Closing Date, in each case, have been satisfied or waived.
Primary Closing Date has the meaning set forth in Section 8.1.

Examples of Primary Closing Date in a sentence

  • 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.

  • Purchaser will assume and perform the Assumed Contracts as of the Primary Closing Date or any subsequent Closing Date, as applicable.

  • 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 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.

  • 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.

  • 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.

  • 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.

  • 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.

  • The agreements and covenants contained in this Agreement that by their terms contemplate performance after the Primary Closing Date shall survive the Primary Closing in accordance with their terms.


More Definitions of Primary Closing Date

Primary Closing Date means the date of the Primary Closing.
Primary Closing Date shall have the meaning specified in Section 4.1
Primary Closing Date is defined in Recital D of this Agreement.
Primary Closing Date means the earlier to occur of (i) the First Applicable Closing Date and (ii) the Holdback Release Date.
Primary Closing Date shall have the meanings set forth in Section 3.01.

Related to Primary Closing Date

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Second Closing Date means the date of the Second Closing.

  • IPO Closing Date means the closing date of the IPO.

  • Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.

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

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Original Closing Date means the "Closing Date" as defined in the Existing Credit Agreement.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Loan Closing Date means the date upon which the Loan is made to the Company.

  • Additional Closing Date has the meaning set forth in Section 3.

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • Closing Date has the meaning set forth in Section 2.2.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Scheduled Closing Date Has the meaning specified in the Note Purchase Agreement.

  • Increased Facility Closing Date any Business Day designated as such in an Increased Facility Activation Notice.

  • Anticipated Closing Date shall have the meaning set forth in Section 1.6(a).

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • Delayed Closing Date means the date, set in accordance with section 3, on which the Vendor agrees to Close, in the event the Vendor cannot Close on the Firm Closing Date.

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

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

  • Outside Closing Date means the date which is 365 days after the earlier of the Firm Closing Date; or Second Tentative Closing Date; or such other date as may be mutually agreed upon in accordance with section 4. “Property” or “home” means the home including lands being acquired by the Purchaser from the Vendor. “Purchaser’s Termination Period” means the 30-day period during which the Purchaser may terminate the Purchase Agreement for delay, in accordance with paragraph 10(b).

  • Financial Closing Date means the date of the closing of the initial agreements for any Financing of the Facility and of an initial disbursement of funds under such agreements.

  • Offer Closing Date has the meaning set forth in Section 1.01(f).

  • Option Closing Date shall have the meaning ascribed to such term in Section 2.2(c).