Seller Closing Conditions definition

Seller Closing Conditions has the meaning set forth in Section 9.3.
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Seller Closing Conditions has the meaning set forth in Section 8.3 of this Agreement.
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Seller Closing Conditions. Has the meaning set forth in clause 6.2.
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Examples of Seller Closing Conditions in a sentence

  • Seller and Purchaser may not rely on the failure of the Seller Closing Conditions or Purchaser Closing Conditions, respectively, if such failure was caused by such Party’s failure to act in good faith or to use its commercially reasonable efforts to cause the Closing to occur.

  • The Seller Closing Conditions are intended solely for the benefit of Seller.

  • If any of the Seller Closing Conditions is not satisfied, Seller shall have the right in its sole discretion either to waive the Seller Closing Condition and proceed with the transaction or terminate this Agreement by written notice to Buyer and the Title Company.

  • The Seller Closing Conditions are for the benefit of Seller, and Seller shall have the right to waive any of the Seller Closing Conditions at or prior to Closing.

  • In the event that any of the Buyer Closing Conditions or the Seller Closing Conditions are not satisfied by December 21, 2007, either party to this Agreement may terminate this Agreement immediately upon notice to the other party, at which time each party's obligations under this Agreement and the Release shall terminate and be null, void and of no further force and effect.

  • Pending Closing, the Parties shall use commercially reasonable efforts to take all actions that may be necessary to close the Transaction in accordance with the terms of this Agreement (but TJC shall not be required to waive any of the TJC Closing Conditions, and Seller and the Shareholders shall not be required to waive any of the Seller Closing Conditions).

  • Pending Closing, the Parties shall use commercially reasonable efforts to take all actions that may be necessary to close the transaction in accordance with the terms of this Agreement (but TJC shall not be required to waive any of the TJC Closing Conditions, and Seller and the Shareholder shall not be required to waive any of the Seller Closing Conditions).

  • The Seller Closing Conditions are for the benefit of Seller, and Seller shall have the right to waive any of the Seller Closing Conditions at or prior to Closing, provided, however, that any such waiver shall be made in a writing executed by Seller.

  • Pending Closing, the Parties shall use commercially reasonable efforts to take all actions that may be necessary to close the Transaction in accordance with the terms of this Agreement (but TJC shall not be required to waive any of the TJC Closing Conditions, and Seller and the Members shall not be required to waive any of the Seller Closing Conditions).

  • Seller and Purchaser may not rely on the failure of the Seller Closing Conditions or the Purchaser Closing Conditions, as the case may be, if such failure was caused by such party’s failure to act in good faith or failure to use its commercially reasonable efforts to cause the Closing to occur.


More Definitions of Seller Closing Conditions

Seller Closing Conditions has the meaning set forth in Section 9.3.1. “Seller Closing Deliveries” has the meaning set forth in Section 10.3.1. “Seller Closing Documents” has the meaning set forth in Section 7.1.2. “Seller Cure Period” has the meaning set forth in Section 13.2. “Seller Default” has the meaning set forth in Section 13.1. “Seller Due Diligence Materials” has the meaning set forth in Section 4.1.3(a). “Seller Indemnitees” means Seller, Radisson, the Existing Manager, Guarantor and their respective Affiliates, and each of their respective shareholders (other than with respect to any public company), members, partners, trustees, beneficiaries, directors, officers and employees, and the successors, permitted assigns, heirs and devisees of each of the foregoing. “Seller’s New Title and Survey Election Period” has the meaning set forth in Section 5.3.3. “Seller’s Possession” means in the physical possession of any officer or employee of Seller who has primary responsibility for the oversight of the Property on behalf of the Seller; provided, however, that any reference in this Agreement to Seller’s Possession of any documents or materials expressly excludes the possession of any such documents or materials that (i) are legally privileged 8 AUS-6206654-10 6055890/60 or constitute attorney work product, (ii) are subject to a confidentiality agreement or to Applicable Law prohibiting their disclosure by Seller, or (iii) constitute confidential internal assessments, reports, studies, memoranda, notes or other correspondence prepared by or on behalf of any officer or employee of Seller. “Seller’s Possession” expressly excludes materials held by Radisson or Radisson Entities that have not been provided to Seller. “Starbucks” means Starbucks Corporation, a Washington corporation. “Starbucks License Agreement” means that certain Master Licensing Agreement dated August 17, 2015 by and between Starbucks and Seller. “Supplies” has the meaning set forth in Section 2.1.4. “Survey” has the meaning set forth in Section 5.2. “Survival Period” has the meaning set forth in Section 15.1.1. “Tax Free Exchange” has the meaning set forth in Section 3.5. “Taxes” means any federal, state, county, city, local or foreign, real property, personal property, sales, use, room, occupancy, ad valorem or similar taxes, assessments, levies, charges or fees imposed by any Governmental Authority on Seller with respect to the Property or the Business, including, without limitation, any interest, penalty or fin...
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Related to Seller Closing Conditions

  • Closing Conditions shall include, but are not limited to, SI Securities determining in its sole discretion that at the time of a closing, the Minimum Offering has been met, the investment remains suitable for investors, investors have successfully passed ID, KYC, AML, OFAC, and suitability screening, and that Issuer has completed all actions required by it as communicated by SI Securities at the time of a closing.

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

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Merger Closing means “Closing,” as that term is defined in the Merger Agreement.

  • Seller’s Closing Documents as defined in Section 3.2(a).

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

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

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

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

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

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

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

  • 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.

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

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

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

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

  • Closing Transactions has the meaning set forth in Section 11.8(a) of these Bylaws.

  • Closing has the meaning set forth in Section 2.2.

  • Plant closing means the closing of a plant site or other corporate location that directly results in termination of the Grantee’s Service.

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

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

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Placement Agent, the Company and the Escrow Agent pursuant to which the Investors shall deposit their Investment Amounts with the Escrow Agent to be applied to the transactions contemplated hereunder, in the form of Exhibit B hereto.

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

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