Targeted Closing Date definition

Targeted Closing Date has the meaning given in Section 6.1;
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Targeted Closing Date is the first business day that is at least forty-five (45) days after the Effective Date. Subject to the terms and conditions of this Agreement, the Closing shall occur on or before the Targeted Closing Date, or as soon as possible after such date upon completion of the survey (if applicable), the issuance of the Final Title Commitment (if applicable) and the preparation of Seller’s closing documents; provided, however, if for any reason the Closing does not occur on or before the Targeted Closing Date then, subject only to the satisfaction of the conditions set forth in Section 19 above, Buyer shall be obligated to close on a date specified in a written notice from Seller or Seller’s agent to Buyer or Buyer’s agent which date must be: (a) at least seven (7) days after the effective date of such notice from Seller or Seller’s agent (meaning the effective date pursuant to Section 32 below); and (b) at least ten (10) days after completion of the survey, if applicable, and the issuance of the Final Title Commitment, if applicable. Unless otherwise mutually agreed in writing, the Closing shall be held at and/or administered through the office of Spears Title Company located at 000 X. Xxxx Xx., Xxxxxxxxx, Xxxxxxxx. If the Purchased Tract(s) include tracts in multiple counties then, to the extent it is necessary or appropriate to allocate the Purchase Price between or among tracts in separate counties for the purpose of documenting and/or administering the Closing, the Closing Agent shall use an allocation to be provided by Seller for such purpose.
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Targeted Closing Date has the meaning set out in Clause 6.1. Tax means any (i) tax (Steuern) within the meaning of Section 3 of the German Tax Code (Abgabenordnung – AO) or equivalent taxes under the laws of any other jurisdiction, (ii) social security contributions (Sozialversicherungsbeiträge) or similar public social security contributions under the laws of any jurisdiction, customs duties (Zölle) and any other public fees and charges (sonstige Gebühren und Abgaben), (iii) any taxes to be withheld or paid for the account of a third party (Steuerabzugsbeträge), such as (in particular, but not limited to) capital withholding or wage tax (Kapitalertrag- und Lohnsteuer) and any taxes imposed as a secondary liability (Steuerhaftungsbeträge), as well as (iv) any penalties or administrative fines for non-adequate and/or non-proper documentation of intra-group transactions and transfer prices, in each case (A) together with any ancillary charges (steuerliche Nebenleistungen) in the meaning of Section 3 para. 4 of the German Tax Code Page 12 of 64 2813477 SV\1613529.24 (Abgabenordnung – AO) (including any penalties and fines e.g. due to late or inadequate filing of a Tax Return, interest, late payment fees, costs or additions thereto) or equivalent ancillary charges under the laws of any other jurisdiction, and (B) irrespective whether imposed under the laws of Germany or any other jurisdiction by a Tax Authority, in any aforementioned case imposed by any Tax Authority or payable under any contractual arrangement, but excluding, in any aforementioned case, for the avoidance of doubt, deferred taxes and notional losses (such as reductions of loss carry forwards or future depreciation). Tax Authority means any competent governmental authority or public body which charges, administers or collects Taxes. Tax Benefit has the meaning set out in Clause 9.2(b)(vii). Tax Guarantees has the meaning set out in Clause 9.1. Tax Indemnification Claim has the meaning set out in Clause 9.2(a). Tax Refund has the meaning set out in Clause 9.3(a). Tax Return(s) means any return, declaration, report or notice in written form, relating to any Tax to be filed, including in each case any schedule or attachment thereto, and any amendment thereto. Termination Agreement has the meaning set out in Clause 11.3(b) Third-party Claim has the meaning set out in Clause 8.3(a). Threshold has the meaning set out in Clause 8.7(a). Total Purchase Price has the meaning set out in Clause 3.1(a). Transaction(s) means all ...
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Examples of Targeted Closing Date in a sentence

  • If the ROFR is exercised and Xxxxxx Xxx Xxxxxx, or her successors and assigns, fail to close on the purchase and sale of the Property, then the Targeted Closing Date shall be extended fifteen (15) days after the date of termination of the purchase agreement entered into between Xxxxxx Xxx Xxxxxx and Seller pursuant to the ROFR.

  • The Purchaser shall have the right to extend the Original Targeted Closing Date to the Extended Targeted Closing Date (as defined herein) provided that no later than one (1) business day prior to the Original Targeted Closing Date, the Purchaser shall (a) deposit an additional non-refundable deposit of US$5,000,000 (approximately S$6,950,0004) in escrow; and (b) deliver to Beringia Central written notice that the Purchaser desires to extend the Original Targeted Closing Date.

  • The "Extended Targeted Closing Date" means the earliest to occur of (i) 8 October 2020, (ii) the date set forth in the Purchaser's extension notice; and (iii) a date mutually agreed to by Beringia Central and the Purchaser, each in its sole discretion; provided however that in no event shall the Extended Targeted Closing Date be fewer than ten (10) business days after Beringia Central's receipt of the Purchaser's extension notice without Beringia Central's prior written consent in its sole discretion.

  • Targeted Closing Date (often the IOI is silent on this point, but SNBs might stipulate a required deadline)• LOI Checklist: The Letter of Intent adds much more specificity and detail to the IOI items above.

  • However, I probably should have done so because there were one or two new members that had not attended the previous meeting.

  • The performance of the Closing Actions (the Closing) shall take place at the offices of Lambsdorff Rechtsanwälte, Xxxxxxxxxxxxx Xxxxxx 0, 00000 Xxxxxx, Xxxxxxx, at 11 am CET (i) on December 7, 2015, or (ii) at such other location, time or date as may be agreed between the Sellers and the Purchaser (the Targeted Closing Date).

  • The Company has not extraordinarily written down any asset for tax purposes at or prior to the Targeted Closing Date which can be the reason for a taxable write-up (Wertaufholung) at a date following the Targeted Closing Date and there are no circumstances which would give rise to a taxable write-up.

  • In the event the transaction does not close by the Targeted Closing Date, both parties may agree upon an extension to January 31, 2021 (the “Outside Closing Date”).

  • Prior to the Targeted Closing Date, the Sellers and the Purchaser shall open with the acting notary (the Escrow Agent) an escrow account for the benefit of the Sellers and the Purchaser (the Escrow Account) into which the Purchaser shall pay the Escrow Amount as set forth in Clause 3.3(b)(v).

  • Exclusive Right: The Project Sponsors and Borrower grant BBIF exclusive right to sub-allocate its NMTC Allocation amount to the CDE Lender in support of the Project until the Targeted Closing Date, or such longer period as agreed to by the parties in accordance with section 2e.


More Definitions of Targeted Closing Date

Targeted Closing Date is May 7, 2021 (except as otherwise provided in Exhibit D). Subject to the terms and conditions of this Agreement, the final delivery and exchange of documents and funds in connection with the consummation of the sale and purchase of the Property in accordance with this Agreement (“Closing”) shall occur on or before the Targeted Closing Date or as soon as possible after said date upon completion of the survey (if applicable), the Final Title Commitment and Seller’s closing documents; provided, however, if for any reason the Closing does not occur on or before the Targeted Closing Date then, subject only to the satisfaction of the conditions described in Section 16 above, Buyer shall be obligated to close on a date specified in a written notice from Seller or Seller’s agent to Buyer or Buyer’s agent which date must be: (a) at least 7 days after the effective date of such notice; and (b) at least 7 days after completion of the survey, if applicable, and the Final Title Commitment. The Closing shall be held at and/or administered through the office of Closing Agent (as defined above).
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Targeted Closing Date is: (a) October 26, 2016 unless a new survey of the Property is ordered pursuant to the terms of this Agreement; or (b) November 22, 2016 if a new survey of the Property is ordered pursuant to the terms of this Agreement. Subject to the terms and conditions of this Agreement, the final delivery and exchange of documents and funds in connection with the consummation of the sale and purchase of the Property in accordance with the terms of this Agreement (the “Closing”) shall occur on or before the Targeted Closing Date or as soon as possible after the Targeted Closing Date upon completion of the survey (if applicable), the Final Title Commitment and Seller’s closing documents; provided, however, if for any reason the Closing does not occur on or before the Targeted Closing Date then, subject only to the satisfaction of the conditions set forth in Section 10 above, Buyer shall be obligated to close on a date specified in a written notice from Seller or Seller’s agent to Buyer or Buyer’s agent which date must be: (i) at least 10 days after the effective date of such notice; and (ii) at least 10 days after completion of the survey, if applicable, and the Final Title Commitment. Unless otherwise mutually agreed, the Closing shall be held at and/or administered through the office of Sovereign Title and Escrow, LLC, 000 0xx Xxx XX, Xxxxxxxxxx, XX 00000 (Tel: 000-000-0000).
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Targeted Closing Date means March 1, 2016.
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Targeted Closing Date shall have the meaning as defined in Section 5.1. Tax shall mean any (i) tax and ancillary charge within the meaning of section 3 of the German Tax Code and any comparable tax and ancillary charge under the law of any other jurisdiction as well as customs and duties and social security contributions under German law or the law of any other jurisdiction, and (ii) any secondary liability imposed and any statutory or contractual obligation owed in relation to any item within the meaning of (i), and (iii) any interest, penalty, fine or other addition relating to any item within the meaning of (i) or (ii). Tax Authority shall mean any competent governmental authority in charge of imposing any Tax. Tax Benefit shall have the meaning as defined in Section 10.2.1b). Tax Indemnification Claim shall have the meaning as defined in Section 10.2.1. Tax Refund shall mean (i) any repayment of any Tax, received in cash, by way of set-off or tax credit, and (ii) the amount of any overstated Tax liabilities and Tax provisions which are shown in the German Consolidated Financial Statements or the US Financial Statements and can be dissolved after the Effective Date as a result of an un-appealable decision by a Tax Authority. Tax Representations shall have the meaning as defined in Section 10.1. SPA Project Klee 25. Januar / 25 January 2016 Tax Return shall mean any return, declaration, report, application for refund, notice or form relating to any Tax, including any schedule or attachment thereto. Third Party Claim shall have the meaning as defined in Section 14.2.2. Transaction shall mean the transactions contemplated by this Agreement. US Accounts Delivery Date shall have the meaning as defined in Section 7.4.2. US Base Purchase Price shall have the meaning as defined in Section 7.2.1. US Bonus Amount shall have the meaning as defined in Section 12.4.2. US Bonus Funding Obligation shall have the meaning as defined in Section 12.4.2. US Cash shall have the meaning as defined in Section 7.3.1. US Closing Payment shall have the meaning as defined in Section 5.3.9. US Debt shall have the meaning as defined in Section 7.3.2. US Equity Value shall have the meaning as defined in Section 7.2. US Escrow Amount I shall have the meaning as defined in Section 5.3.9c).
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Targeted Closing Date is the first business day that is at least thirty (30) days after the Effective Date. Subject to the terms and conditions of this Agreement, the Closing shall occur on or before the Targeted Closing Date, or as soon as possible after such date upon completion of the survey (if applicable), the issuance of the Final Title Commitment (if applicable) and the preparation of Seller’s closing documents; provided, however, if for any reason the Closing does not occur on or before the Targeted Closing Date then, subject only to the satisfaction of the conditions set forth in Section 19 above, Buyer shall be obligated to close on a date specified in a written notice from Seller or Seller’s agent to Buyer or Buyer’s agent which date must be: (a) at least seven (7) days after the effective date of such notice from Seller or Seller’s agent (meaning the effective date pursuant to Section 32 below); and (b) at least ten (10) days after completion of the survey, if applicable, and the issuance of the Final Title Commitment, if applicable. Notwithstanding anything herein to the contrary nor in limitation of Section 28, below, for the avoidance of doubt, should the Closing not occur prior to December 31, 2021, and such failure is attributable to Buyer’s or Buyer’s lender’s nonperformance or negligence, Seller may elect to declare such failure to Close a default hereunder and in accordance with Section 28(a), to demand and recover liquidated damages in an amount equal to ten percent (10%) of the Purchase Price. Unless otherwise mutually agreed in writing, the Closing shall be held at and/or administered through the office of Community Title & Escrow, Ltd., 0000-X Xxxxx Xxxxxx, Xxxxx, Xxxxxxxx 00000.
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Related to Targeted Closing Date

  • 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.

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

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

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

  • 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.

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

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

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

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

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

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

  • 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.

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

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

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

  • 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).

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

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

  • Subsequent Closing shall have the meaning ascribed to such term in Section 2.4.

  • Scheduled Closing Time means, in respect of an Exchange or Related Exchange and a Scheduled Trading Day, the scheduled weekday closing time of such Exchange or Related Exchange on such Scheduled Trading Day, without regard to after hours or any other trading outside of the regular trading session hours.

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

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

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

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

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