Private Placement Closing definition

Private Placement Closing means the closing of the Private Placement.
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Private Placement Closing means the closing under the Purchase Agreement dated as of October 22, 1998 by and among VEBA and the Borrower, as amended from time to time and as assigned by VEBA to VEBA Zweite Verwaltungsgesellschaft mbH, a German limited liability company, as of December 30, 1998.
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Private Placement Closing means the closing of the transactions contemplated by the Private Placement Subscription Agreements, which shall take place on a date designated by Eos, which date shall be on or before January 8, 2003.
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Examples of Private Placement Closing in a sentence

  • The Company shall not have taken or failed to take any action, at any time at or prior to Private Placement Closing Date, which conflicts or could reasonably be expected to conflict with, or otherwise makes unavailable, the exemption for the offering and sale of the Series B Preferred, Put Rights and Warrants from the registration provisions of the Securities Act, or from any applicable state securities or blue sky laws, rules and regulations.

  • The representations and warranties of the Company contained in this Agreement shall be true and correct in all material respects as of the Private Placement Closing Date, and there shall be no breach or failure to perform any of the covenants and agreements of the Company contained in this Agreement which has not been cured on or prior to the Private Placement Closing Date.

  • At the Private Placement Closing, Baxter agrees to issue one Put Right as a component of each Series B Preferred purchased at the Private Placement Closing.

  • The representations and warranties of Baxter contained in this Agreement shall be true and correct in all material respects as of the Private Placement Closing Date and there shall be no breach or failure to perform any of the covenants and agreements of Baxter contained in this Agreement which has not been cured on or prior to the Private Placement Closing Date.

  • The obligation of Baxter to issue the Put Rights at the Private Placement Closing Date shall be subject to the satisfaction (or waiver in writing by Baxter) on or prior to the Private Placement Closing of the following conditions.

  • The parties hereby agree that on the Private Placement Closing Date, SkyePharma shall convert all of its shares of Convertible Preferred Stock into Common Stock at the Conversion Price provided for in Section 2 of this Agreement, provided that all the conditions set forth in Sections 8 and 9 hereof have been satisfied or have been waived in writing (the "Conversion Closing").

  • The indemnification and contribution provided by this Section 5 shall be a continuing right to indemnification and contribution and shall survive the Private Placement Closing and the expiration or termination of this Agreement or of the Put Rights.

  • A carry-over study was performed to evaluate the extent of carryover and the associated residual risk for signal carryover in the instrument’s measuring cell as a result of a high signal-generating sample.

  • The Company shall provide the Selling Securityholder Questionnaire to each Rightsholder promptly following the Private Placement Closing Date.

  • Use its commercially reasonable efforts to ensure that the Private Placement Closing Date occurs on or before August 14, 2019.


More Definitions of Private Placement Closing

Private Placement Closing means the closing of the sale of the PP Units pursuant to terms of this Agreement;
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Related to Private Placement Closing

  • Private Placement (or “limited offering”) means an offering that is exempt from registration under the 1933 Act pursuant to Section 4(2) or Section 4(6) of the 1933 Act or pursuant to rule 504, rule 505 or rule 506 under the 1933 Act.

  • Private Placement Units shall have the meaning given in the Recitals hereto.

  • Private Placement Warrants shall have the meaning given in the Recitals hereto.

  • Private Placement Shares shall have the meaning given in the Recitals hereto.

  • Private Placement Warrants Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Private place means a location which, at the time alcoholic beverages are kept, dispensed, or consumed, meets all of the following criteria:

  • Private Placement Lock-up Period means, with respect to Private Placement Warrants that are held by the initial purchasers of such Private Placement Warrants or their Permitted Transferees, and any of the Ordinary Shares issued or issuable upon the exercise or conversion of the Private Placement Warrants and that are held by the initial purchasers of the Private Placement Warrants or their Permitted Transferees, the period ending 30 days after the completion of the Company’s initial Business Combination.

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

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Private Placement Transaction means a “limited offering” as defined from time to time in Rule 17j-l under the 1940 Act or any applicable successor provision. Currently, this means an offering exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or 4(6) or Rule 504, 505 or 506 under that Act, including hedge funds.

  • First Closing has the meaning set forth in Section 2.1(a).

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

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

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

  • Additional Closing has the meaning set forth in Section 2.3.

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

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

  • Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).

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

  • 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.

  • Private Placement Memorandum means offering materials prepared in accordance with Section 4 (including materials referred to therein or incorporated by reference therein, if any) provided to purchasers and prospective purchasers of the Notes, and shall include amendments and supplements thereto which may be prepared from time to time in accordance with this Agreement (other than any amendment or supplement that has been completely superseded by a later amendment or supplement).

  • Final Closing means the last closing under the Private Placement;

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

  • IPO Closing means the initial closing of the sale of the Class A Common Stock in the IPO.

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).