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Upon the Closing definition

Upon the Closing. (i) all funds ("NURC Funds") held in First Hawaiian Bank account no. 07-064802, in the approximate amount of $25,798, shall be released and distributed by the Receiver to Kaanapali Operations Association, Inc.; and (ii) ninety percent (90%) of all rental and other payments made by Railroads of Hawaii, Inc. (the "ROH Funds"), for the period from and including April 2002 until closing (currently in the approximate amount of $110,000, representing rent paid by Railroads of Hawaii, Inc. for the period April 2002 through February 2003), which are now deposited in the clients' trust account of Xxxx Xxxxxxx Park & Niles but which are to be transferred to the clients' trust account of Gelber, Gelber, Ingersoll & Xxxxxxxxx, shall be released to Kaanapali Land, and the balance of the ROH Funds shall be paid to the Receiver. The Receiver shall be entitled to use the balance of the ROH Funds and all other funds remitted and turned over to the Receiver, as well as all funds otherwise coming into his hands as Receiver (collectively "Receivership Funds"), for the operation, maintenance, and improvement of the Golf Courses; provided, however, that the Receiver's expenditure of funds shall in no way include or lessen the undertakings of the Amfac Parties or the Funding Entity to furnish funds and carry out the improvements provided for in paragraph 7, to make the payment required in paragraph 9, or to make the payments provided for in this paragraph 12. The Receivership Funds shall constitute property and proceeds of property subject to the ERS' security interest.
Sample 1

Examples of Upon the Closing in a sentence

  • Upon the Closing, the Original RRA shall no longer be of any force or effect.

  • Upon the Closing, the Escrow Agent shall release such funds to the Company.

  • Upon the Closing, the Existing Registration Rights Agreement shall no longer be of any force or effect.

  • Upon the Closing, full risk of loss with respect to the Property shall pass to Purchaser.

  • Upon the Closing, after giving effect to the Redemption and any PIPE Investment, the Purchaser shall have net tangible assets of at least $5,000,001.

  • Upon the Closing, good, valid, marketable, and indefeasible title to such Transferor Partnership Interests shall be vested in the BRI Partnership free and clear of any lien, claim, charge, pledge, encumbrance, limitation, agreement or instrument whatsoever.

  • Upon the Closing, good, valid and marketable title to the BRI Partnership Units shall be vested in the Transferor Partners free and clear of any lien, claim, charge, pledge encumbrance, limitation, agreement or instrument whatsoever.

  • Upon the Closing, the Company will acquire marketable title to such Shares free and clear of all Liens other than any Liens created by the Company.

  • Upon the Closing of this transaction, the Purchaser will deliver to the Company a wire transfer of immediately available funds to accounts specified by the Company or certified check in the amount equal to the Share Price multiplied by the number of Shares.

  • Upon the Closing, the Company shall provide instructions to the Escrow Agent to release the funds in the Escrow Account to the Company against delivery to the Subscriber of the Shares, free and clear of any liens or other restrictions whatsoever (other than those arising under state or federal securities laws), in book-entry form as set forth in Section 2(c) below.

Related to Upon the Closing

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

  • Newco has the meaning set forth in the first paragraph of this Agreement.

  • Selling Parties has the meaning assigned to such term in the Preamble.

  • Acquirer means a business organization, financial institution, or an agent of a business organization or financial institution that has authority from an organization that operates or licenses a credit card system to authorize merchants to accept, transmit, or process payment by credit card through the credit card system for money, goods or services, or anything else of value.

  • Sellers has the meaning set forth in the preamble.

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Buyer Parties means Buyer, Owner, the Lenders and each of their Affiliates and all of their respective directors, officers, agents, advisors, engineers, contractors, consultants, representatives, assigns, employees and any other Person acting on behalf of any of them or in representation, interest, benefit thereto.

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

  • Closing means the closing of the purchase and sale of the Securities pursuant to Section 2.1.

  • Closing Stock Consideration has such meaning as set forth in Section 2.7(b).

  • Merger Closing means the “Closing” as defined in the Merger Agreement.

  • Purchase and Sale Termination Date has the meaning set forth in Section 1.4 of the Sale Agreement.

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

  • First Effective Time has the meaning specified in Section 2.02.

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

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

  • Purchaser Designee means an individual designated in writing by the Purchaser for (i) election to the Board or (ii) appointment as a non-voting observer, as the case may be, pursuant to Section 5.09.

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

  • Closing Merger Consideration has the meaning set forth in Section 2.02

  • Purchaser Parties means, collectively, the Purchasers and any of their respective former, current or future directors, officers, employees, agents, general or limited partners, managers, members, stockholders, Affiliates or assignees or any former, current or future director, officer, employee, agent, general or limited partner, manager, member, stockholder, Affiliate or assignee of any of the foregoing.

  • Time of Closing means 10:00 a.m. (Vancouver time) on the Closing Date, or such other time as the parties may mutually determine;

  • Purchaser Parent has the meaning set forth in the preamble to this Agreement.

  • Seller Parties has the meaning set forth in the preamble to this Agreement.

  • Seller Affiliates has the meaning ascribed thereto in Section 2.8.

  • Buyer has the meaning set forth in the preamble.

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

Most Referenced Clauses

Most Referenced Definitions