Examples of Xxxxxx Closing in a sentence
If documents have been agreed to, but regulatory and other approvals/consents have not been received (if needed), any Subsequent Xxxxxx Closing that has not occurred solely because such approval has not been received will occur promptly (and no later than five (5) Business Days) following such approval being received, subject to the satisfaction of any other conditions for such Closing specified herein.
In the event there is more than one closing, including a Subsequent Xxxxxx Closing, the term “Closing” shall apply to each such closing unless otherwise specified, and the date of any such Closing, including a Subsequent Xxxxxx Closing Date, shall be referred to herein as the “Closing Date” for such Closing.
Xxxxxx agrees that subject to Section 6(d), it is required to invest up to an additional $15,000,000 in the purchase of additional Notes (with each closing of such additional capital being a “Subsequent Xxxxxx Closing” and each date of such Subsequent Xxxxxx Closing being a “Subsequent Xxxxxx Closing Date”).
Within 10 Business Days of a receipt of settlement of proceeds pursuant to the reinsurance agreements by and between Horseshoe Re Metromile Insurance HS0009, Horseshoe Re HS0035 - Metromile, or Horseshoe Re HS0060 - Metromile (each “Horseshoe”) and MIC by the respective Horseshoe entity (such settled amounts in the aggregate the “Settlement Amount”), Xxxxxx will deliver to Company an amount equal to the Settlement Amount in exchange for a Note at a Subsequent Xxxxxx Closing.
Xxxxxx hereby represents and warrants that he is not aware of any fact, agreement, plan or other circumstance, and has not taken any action, which fact, agreement, plan, circumstance or action would reasonably be expected to prevent or preclude Xxxxxx from delivering the Xxxxxx Closing Representation Letter immediately prior to the Closing.
The Consulting Agreement shall be entered into at the Xxxxxx Closing, and the Employment Agreement shall remain in full force and effect until the Xxxxxx Closing.
The Xxxxxx Closing Certificate shall be subject to adjustment as set forth in Section 2.7(b).
The place of any Option Closing shall be at the offices of Fried, Frank, Harris, Shriver & Jacobson, One New York Plaza, New York, New York, and the txxx xx the Xxxxxx Closing shall be 10:00 a.m. (Eastern Time) on the applicable Option Closing Date.
In the event that the Xxxxxx Closing shall not occur on or before December 31, 1997, this Agreement shall be null and void and of no further force and effect, the Employment Agreement shall continue in full force and effect, and the Xxxxxx Stock shall not be transferred to Hirel.
Upon notice of such a change, the Xxxxxx Closing Certificate, inclusive of such changes, shall be subject to the dispute resolution procedures set forth in Section 2.7(b).