Closing Date; Closing. The closing of the purchase and sale of the Prior Repurchase Shares and Trust Shares and, immediately thereafter, the closing of the exchange of the ▇▇▇▇▇▇▇ Shares for the Class A Common Stock and the Prior Exchange Shares for the Class B Common Stock hereunder (collectively, the "Closing") shall take place on the same day as the Subscription Agreement Closing and the Merger Agreement Closing (and shall occur after the Subscription Agreement Closing and prior to the Merger Agreement Closing) and shall be held as soon as reasonably practicable after satisfaction or waiver by the parties hereto of the conditions set forth in Article VI hereof. The date on which the Closing occurs is referred to herein as the "Closing Date". The Closing shall take place at the offices of ▇▇▇▇▇▇ ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. At the Closing, (i) the Company shall pay by wire transfer of immediately available funds to an account specified therefor by Prior the aggregate purchase price for the Prior Repurchase Shares, (ii) the Company shall pay by wire transfer of immediately available funds to an account specified therefor by the Trust the aggregate purchase price for the Trust Shares, (iii) Prior shall deliver to the Company the Prior Repurchase Shares duly endorsed in blank for transfer or accompanied by a duly executed stock power assigning the Prior Repurchase Shares in blank, (iv) the Trust shall deliver to the Company the Trust Shares duly endorsed in blank for transfer or accompanied by a duly executed stock power assigning the Trust Shares in blank, (v) the Company shall issue 3,325,000 shares of Class A Common Stock to ▇▇▇▇▇▇▇ registered in such names and denominations as ▇▇▇▇▇▇▇ shall request, (vi) the Company shall issue 2,927,038 shares of Class B Common Stock to Prior registered in such names and denominations as Prior shall request, (vii) ▇▇▇▇▇▇▇ shall deliver to the Company the ▇▇▇▇▇▇▇ Shares duly endorsed in blank or accompanied by a duly executed stock power assigning the ▇▇▇▇▇▇▇ Shares in blank and (viii) Prior shall deliver to the Company the Prior Exchange Shares duly endorsed in blank or accompanied by a duly executed stock power assigning the Prior Exchange Shares in blank.
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Sources: Repurchase and Recapitalization Agreement (Atlantic Tele Network Inc /De)
Closing Date; Closing. The closing of the purchase and sale of the Prior Repurchase Shares and Trust Shares and, immediately thereafter, the closing of the exchange of the ▇▇▇▇▇▇▇ Shares for the Class A Common Stock and the Prior Exchange Shares for the Class B Common Stock hereunder (collectively, the "Closing") shall take place on the same day as the Subscription Agreement Closing and the Merger Agreement Closing (and shall occur after the Subscription Agreement Closing and prior to the Merger Agreement Closing) and shall be held as soon as reasonably practicable after satisfaction or waiver by the parties hereto of the conditions set forth in Article VI hereof. The date on which the Closing occurs is referred to herein as the "Closing Date". The Closing hereunder shall take place at the offices of ▇▇▇▇▇▇ ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, on the second Business Day after each of the conditions set forth in Articles VII and VIII shall have been satisfied or waived, or at such other time and place as the parties hereto shall agree (the "Closing Date"). At the Closing, Upon satisfaction or waiver of all such conditions:
(i) the Company shall pay deliver to Buyer and Parent the instruments of transfer and conveyance required by Section 2.4 to evidence the ownership and possession of (x) the Transferred Assets other than the Fund GP Interest by Buyer and (y) the Fund GP Interest by Parent, and the Company and the Members shall deliver any and all certificates and other documents reasonably requested by Buyer evidencing or confirming any and all title, right and interest therein and thereto;
(ii) Buyer shall deliver to the Company the instruments of assumption and other documents reasonably requested by the Company and the Members required by Section 2.5 to evidence Buyer's assumption of the Assumed Liabilities and by Section 2.6 to evidence Buyer's assumption of the Assumed Contracts;
(iii) Buyer shall deliver to the Company the Cash Consideration by wire transfer of immediately available funds to an account specified therefor by Prior the aggregate purchase price for Company, and
(iv) Parent shall issue the Prior Repurchase Sharescertificate representing the Shares in the name of the Company, (ii) and the Company shall pay by wire transfer execute a blank and undated stock power for such certificate to Parent, both of immediately available funds to an account specified therefor by the Trust the aggregate purchase price for the Trust Shares, (iii) Prior which shall deliver be held in escrow pursuant to the Company Escrow Agreement in the Prior Repurchase Shares duly endorsed in blank for transfer or accompanied by a duly executed stock power assigning form attached as Exhibit D (the Prior Repurchase Shares in blank, (iv) the Trust shall deliver to the Company the Trust Shares duly endorsed in blank for transfer or accompanied by a duly executed stock power assigning the Trust Shares in blank, "Escrow Agreement");
(v) the Company shall issue 3,325,000 shares of Class A Common Stock to ▇▇▇▇▇▇▇ registered in such names and denominations as ▇▇▇▇▇▇▇ shall request, (vi) the Company shall issue 2,927,038 shares of Class B Common Stock to Prior registered in such names and denominations as Prior shall request, (vii) ▇▇▇▇▇▇▇ Members shall deliver to the Company Letters of Credit (as defined in the ▇▇▇▇▇▇▇ Shares duly endorsed Escrow Agreement) with an aggregate face amount for $1,850,000 and meeting the other requirements set forth in blank or accompanied by a duly executed stock power assigning the ▇▇▇▇▇▇▇ Shares Escrow Agreement. Upon the occurrence of the events described in blank and clauses (viiii) Prior shall deliver to through (v) immediately above, the Company closing hereunder will be deemed accomplished (the Prior Exchange Shares duly endorsed in blank or accompanied by a duly executed stock power assigning the Prior Exchange Shares in blank"Closing").
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