Closing Schedule. The Property and the Other 3 Properties shall all be closed on the same day as the Closing Date herein. Within 36 hours of the Closing Date the operational control shall be transferred as provided hereinafter.
Closing Schedule. On or before the date that is ninety (90) days following the Closing Date, Buyer or its representatives shall prepare a schedule in the form of Schedule 1.4 setting forth its determination of Net Working Capital (the “Closing Schedule”) and shall deliver the Closing Schedule to Seller.
Closing Schedule. (a) The closing of the purchase and sale of the Property to be conveyed under this Agreement (the "Closing", and the date of such Closing shall hereinafter be referred to as the "Closing Date") shall be held at the offices of the Title Company on or before one year from the closing of the Asset Purchase Agreement. Notwithstanding the foregoing, the Purchaser shall have the right but not the obligation to complete the purchase of the Property at any time subsequent to the closing of the Asset Purchase Agreement by providing the Seller and the Title Company ten (10) days written notice of its intention to close the acquisition of the Property.
Closing Schedule. Section 2.2 of the Original Agreement shall be amended such that the number of Restaurants being transferred at a time and the specified order is as follows: First Closing: Bloomington Property, Oakbrook Terrace Premises, and Carpentersville Premises Second Closing: Streamwood Premises Third Closing: Woodridge Premises and Springfield Property.
Closing Schedule. 4 2.6 Contingent Earn-Out Payments ................................................................................................................ 4 2.7
Closing Schedule. (a) Not more than five (5) Business Days, but in no event less than one (1) Business Day, prior to the Closing Date, the Company shall deliver to Parent draft payoff letters from the lenders (followed by final payoff letters from such lenders at the Closing) with respect to all Indebtedness for Borrowed Money of the Company and the Company Subsidiaries that will remain unpaid immediately prior to the Effective Time, which payoff letters shall indicate that the lenders of such Indebtedness for Borrowed Money will agree to release all Liens in respect of such Indebtedness for Borrowed Money relating to the assets and properties of the Company and the Company Subsidiaries upon receipt of the amounts indicated in such payoff letters, and (b) at the Closing, the Company shall deliver to Parent a revised and final Schedule I (the "Final Schedule I"), substantially in the form attached hereto. The parties agree that the Parent Parties and the Surviving Company shall be entitled to rely on Final Schedule I in making payments to the Paying Agent and the Surviving Company for the benefit of the Equityholders pursuant to this Agreement and that the Parent Parties and the Surviving Company shall not be responsible for the calculations or the determinations regarding such calculations in such Final Schedule I.
Closing Schedule. At least three (3) Business Days prior to the anticipated Closing Date, the Sellers shall prepare and deliver to Buyer (a) a Schedule in the format specified on Exhibit E (the “Closing Schedule”) which shall set forth the Closing Indebtedness and the amount and calculation of the Initial Cash Payment based on the foregoing amounts, and (b) a certificate executed by the chief financial officer or other officer of ROSH certifying the accuracy and completeness of each of the foregoing. If the Closing Date is postponed for any reason, then the foregoing obligations shall again apply with respect to such postponed Closing Date.
Closing Schedule. Not later than two business days preceding the Closing Date, Protection One shall deliver to Western a Schedule setting forth (i) the cash payments to be paid with respect to, the reduction in the exercise price of, and/or the increase in the number of shares of Common Stock issuable upon exercise of, each Option, Warrant and Protection One Convertible Note as a result of the payment to the Holders of Record of Common Stock of the dividend contemplated by Section 3.17 hereof and (ii) the number of Acquired Shares, after giving effect to the payments, reductions and increases referred to in clause (i). In the event that following the Closing, Western shall notify Protection One, (which notice shall specify in reasonable detail the facts and circumstances upon which it is based) that any calculation on the Schedule was incorrect, and that as a result thereof either (i) Western was not issued as of the Closing the correct number of Acquired Shares or (ii) Protection One has been required to make distributions or adjustments not contemplated by the Schedule, then, as promptly as practicable after Western and the Independent Directors have agreed thereto, such agreement not be unreasonably withheld, Protection One shall issue additional shares of Common Stock to Western at no cost to Western to rectify such incorrect calculation. With respect to distributions or adjustments to exercise prices not contemplated by the Schedule that Protection One is required to make, Western shall be entitled to receive for each $1,000,000 of such payments or adjustments that number of shares of Common Stock equal to .1% of the number of Acquired Shares.
Closing Schedule. 567 (a) The closing of the purchase and sale of the Prop- 568 erty to be conveyed under this Agreement (the "Closing", and 569 the date of such Closing shall hereinafter be referred to as the 570 "Closing Date") shall be held at the offices of the Title Com- Commented [ DCT75]: QUESTION: “One year from” – does that mean one year before, or one year after, or both? the closing of the Asset Pur- 571 pany on or before one year from 572 chase Agreement. 573 Notwithstanding the foregoing, the Purchaser shall 574 have the right but not the obligation to complete the purchase Commented [ DCT76]: QUESTION: So how will this actually work? 575 of the Property at any time subsequent to the closing of the 576 Asset Purchase Agreement by providing the Seller and the Ti- 577 tle Company ten (10) days written notice of its intention to 578 close the acquisition of the Property. 579
Closing Schedule. Provided that Seller is not in default of this Contract and all terms and conditions of this Contract then due and performable have been fulfilled, the Initial Closing shall be on or before the Initial Closing Date. Purchaser shall purchase the Initial Lots at the Initial Closing, and thereafter Purchaser shall purchase the remaining Lots in accordance with the Take Down Schedule. Purchaser shall have no right to purchase any Lots which remain unpurchased on the Final Closing Date and Seller shall have the right to sell any such unpurchased Lots to third parties.
