Restructuring Closing Sample Clauses

Restructuring Closing. 13 Section 4.01. Restructuring Closing............................................ 13 Section 4.02 Actions at the Restructuring Closing.............................. 13 5.
Sample 1Sample 2
AutoNDA by SimpleDocs
Restructuring Closing. The closing (the "Restructuring Closing") of the transactions contemplated by Article 2 of this Agreement shall take place at the offices of Bartlit Xxxx Xxxxxx Xxxxxxxxx & Xxxxx LLP, in Denver, Colorado, on the Restructuring Closing Date beginning at 8:00 a.m. (local time), or at such other time or place as the Representatives may agree.
Sample 1Sample 2
Restructuring Closing. Notwithstanding anything contained in this Agreement to the contrary, none of the provisions of Section 1.2 shall be operative or have any effect until the times specified in Section 1.2, at which times all the provisions of Section 1.2 of this Agreement shall be effective and operative in accordance with Article II, without further action by any Party hereto. The closing of the transactions contemplated hereby (the “Restructuring Closing”) shall occur immediately prior to (and subject to the occurrence of) consummation of the IPO.
Sample 1Sample 2
Restructuring Closing. (a) The closing of the transactions described in Section 2.01 (other than the Italian Closing, as defined herein) (the "Closing") shall take place at the offices of Cleary, Gottlieb, Steen & Hamilton, Washington, D.C., at 10:00 a.m., Eastern Standard Timx, xx Noxxxxxx 0, 2001, following satisfaction or, if permissible, waiver, of the conditions set forth in Sections 8.01 and 8.02 hereof, or at such other time and place as the parties may agree (the date on which the Closing occurs, the "Closing Date"). The closing of the Italian Credit Agreement Amendment (the "Italian Closing") shall take place at the offices of Cleary, Gottlieb, Steen & Hamilton, Washington, D.C., at 10:00 a.m., Eastern Standard Timx, xx suxx xxxx after the Closing as the parties may agree, but in no event later than 10 Business Days after the Closing, or at such other time and place as the parties may agree (the date on which the Italian Closing occurs, the "Italian Closing Date").
Sample 1
Restructuring Closing. The Restructuring Closing shall have occurred.
Sample 1
Restructuring Closing. August 31, 2019 Milestones
Sample 1
Restructuring Closing. 3.10.1 The Restructuring Closings of the respective Corporate Restructuring Transactions shall take place prior to the Demerger Date as instructed by Electrolux. Table of Contents
Sample 1
AutoNDA by SimpleDocs
Restructuring Closing 
Sample 1Sample 2

Related to Restructuring Closing

  • Closing; Closing Date Closing" and "Closing Date" have the meanings set forth in Section 5.3.

  • Restructuring Transactions On the Effective Date, the Debtor, Newco, GP, Finance Co and Merger Co shall enter into the Consensual Transaction described in Section 3 of the Implementation Plan attached to the Transaction Support Agreement as Exhibit B. On the later of the Effective Date and the Merger Date, the Debtor and Merger Co will enter into a merger agreement under which the Debtor will merge with Merger Co, and following the merger, the Debtor will be the surviving and successor entity. The actions to implement this Plan and the Implementation Plan may include, in accordance with the consent rights in the Transaction Support Agreement: (a) the execution and delivery of appropriate agreements or other documents of merger, amalgamation, consolidation, restructuring, conversion, disposition, transfer, arrangement, continuance, dissolution, sale, purchase, or liquidation containing terms that are consistent with the terms of the Plan and the Transaction Support Agreement and that satisfy the applicable requirements of applicable law and any other terms to which the applicable Entities may agree; (b) the execution and delivery of appropriate instruments of transfer, assignment, assumption, or delegation of any asset, property, right, liability, debt, or obligation on terms consistent with the terms of the Plan and the Transaction Support Agreement and having other terms for which the applicable parties agree; (c) the filing of appropriate certificates or articles of incorporation, reincorporation, merger, consolidation, conversion, amalgamation, arrangement, continuance, or dissolution pursuant to applicable state or provincial law; (d) the execution and delivery of contracts or agreements, including, without limitation, transition services agreements, employment agreements, or such other agreements as may be deemed reasonably necessary to effectuate the Plan in accordance with the Transaction Support Agreement; and (e) all other actions that the applicable Entities determine to be necessary, including making filings or recordings that may be required by applicable law in connection with the Plan.

  • First Closing The First Closing shall have occurred.

  • Closing and Closing Documents 7 4.1 Closing....................................................................................... 7 4.2 Seller's Deliveries........................................................................... 7 4.3 Purchaser's Deliveries........................................................................ 8 4.4 Fees and Expenses; Closing Costs.............................................................. 8 4.5 Adjustments................................................................................... 8 ARTICLE V Miscellaneous.................................................................................. 9

  • Closing Transactions On the terms and subject to the conditions set forth in this Agreement, the following transactions shall occur in the order set forth in this Section 2.1:

  • Pre-Closing Transactions Prior to the purchase of the Initial Securities on the Closing Date, the Pre-Closing Transactions shall have been duly consummated at the respective times and on the terms contemplated by this Agreement, the General Disclosure Package and the Prospectus and the Representatives shall have received such evidence that the Pre-Closing Transactions have been consummated as the Representatives may reasonably request.

  • CLOSING AND CLOSING DATE 3.1. The Closing Date shall be December 3, 2005, or such other date as the parties may agree. All acts taking place at the Closing shall be deemed to take place simultaneously as of immediately after the close of business on the Closing Date unless otherwise agreed to by the parties. The close of business on the Closing Date shall be as of 4:00p.m.,

  • Second Closing (a) In the event that prior to April 7, 2005 (the “Option Period”), a public announcement of the Clinical Event has occurred, the Company shall have the right to require a second closing (the “Second Closing”) pursuant to which the Company shall issue and sell to each Purchaser, and each Purchaser shall, severally and not jointly, purchase from the Company, one-half of such number of Units as set forth opposite such Purchaser’s name in Exhibit A attached hereto at the Per Unit Purchase Price, which shall be in addition to the Units purchased under Section 2.2. The Second Closing shall occur within two (2) business days after the public announcement of the Clinical Event. At the Second Closing, the Company shall deliver or cause to be delivered to each Purchaser the following: (i) a Warrant, registered in the name of such Purchaser, pursuant to which such Purchaser shall have the right to acquire such number of Warrant Shares as set forth opposite such Purchaser’s name on Exhibit A under the heading “Second Closing Warrant Shares,” on the terms set forth therein; (ii) an instruction letter to the Transfer Agent in the form set forth on Exhibit C hereto; and (iii) a certificate from a duly authorized officer certifying on behalf of the Company that a public announcement of the Clinical Event has occurred. At the Second Closing, each Purchaser shall instruct the Escrow Agent to deliver an amount equal to the Per Unit Purchase Price multiplied by one-half of the number of Units as set forth opposite such Purchaser’s name on Exhibit A, in United States dollars and in immediately available funds, by wire transfer to an account designated in writing to such Purchaser by the Company for such purpose, and the Company shall consent to such instruction. Each Purchaser shall have the right, at any time during the Option Period, to request a Second Closing and to purchase on the terms provided herein up to the total amount of the Units that could be purchased by such Purchaser at the Second Closing.

  • Seller’s Closing Documents On the Closing Date, Seller shall have executed and delivered or caused to be delivered to Buyer the following (collectively, “Seller’s Closing Documents”), all in form and content reasonably satisfactory to Buyer:

  • Closing Closing Deliveries (a) The consummation of the transactions contemplated by this Agreement (the “Closing”) will take place on the Closing Date

Time is Money Join Law Insider Premium to draft better contracts faster.