Seller Closing Certificate has the meaning set forth in Section 7.02(d).
Third Closing shall have the meaning ascribed to such term in Section 2.1(c).
Second Closing has the meaning set forth in Section 2.2.
Purchaser’s Warranties means the warranties of the Purchaser set out in Clause 6.2 and Schedule 2;
Buyer Closing Certificate has the meaning set forth in Section 7.03(d).
Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).
Third Closing Date has the meaning set forth in Section 2.2(c).
Subsequent Closing has the meaning set forth in Section 3.2.
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.
Purchaser Warranties shall have the meaning ascribed to the term in Clause 8.1;
Seller Fundamental Representations means the representations and warranties of Seller contained in Section 3.01 (Existence and Power), Section 3.02 (Authorization), Section 3.05 (Group Companies) (other than Section 3.05(e)) and Section 3.21 (Finders’ Fees).
Seller’s Warranties means Seller’s representations and warranties set forth in Section 9.2 and the Closing Documents executed by Seller, as such representations and warranties may be deemed modified or waived by Buyer pursuant to the terms of this Agreement.
Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.
Second Closing Date means the date of the Second Closing.
Purchaser Fundamental Representations means the representations and warranties of Purchaser set forth in Section 4.01, Section 4.02, Section 4.03 and Section 4.07.
Buyer Fundamental Representations means the representations and warranties of Buyer contained in Sections 6.1, 6.2 and 6.7.
Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.
Fundamental Representations and Warranties means the representations and warranties contained in Sections 3.1, 3.2, 3.6, 4.1 and 4.
Seller’s Closing Documents as defined in Section 3.2(a).
Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.
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.
Company Fundamental Representations means the representations and warranties set forth in Section 3.1 (Organization; Authority; Enforceability), Section 3.2(a) (Non-contravention), Section 3.3 (Capitalization), Section 3.13 (Brokerage) and Section 3.20 (Affiliate Transactions).
Transferred Interests has the meaning set forth in the Recitals.
Transferred Contracts has the meaning ascribed to it in Section 2.1(c).
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).
Seller Warranties shall have the meaning ascribed to the term in Clause 7.1.