Sale Closing. Subject to the satisfaction or waiver of the conditions set forth in Section 4 hereof and effective upon the Closing (as such term is defined in the Merger Agreement), the consummation of the transactions contemplated hereby pursuant to the terms and provisions hereof (the "SALE CLOSING") shall take place simultaneously with the Closing at the offices of Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxxx, Professional Corporation, located at 000 Xxxx Xxxx Xxxx, Xxxx Xxxx, Xxxxxxxxxx, unless another place or time is agreed to in writing by the Company and the Purchaser. The date upon which the Sale Closing occurs shall be referred to herein as the "SALE CLOSING DATE."
Sale Closing. At the Sale Closing:
Sale Closing. The closing of the Sale (the “Closing”) shall take place immediately upon the execution of this Agreement (the “Closing Date”). At the Closing, the parties shall deliver to each other the payment, certificates, agreements, instruments and other documents required by this Agreement. All proceedings to take place at the Closing shall take place simultaneously, and no delivery shall be considered to have been made until all such proceedings have been completed.
Sale Closing. (a) The closing of the purchase and sale of the Preferred Stock pursuant to Section 2.1 hereof (the "Sale Closing") shall take place at the time of the execution of this Agreement. The Sale Closing shall be held at the offices of Schulte Roth & Zabel LLP, 900 Third Avenue, New Yxxx, Xxw Xxxk, xx xx such other place as the parties hereto shall mutually agree. (b) At the Sale Closing, (i) the Company shall deliver to each Purchaser, against payment of the Purchase Price therefor, one or more certificates for the shares of Preferred Stock being purchased by such Purchaser, in definitive form and registered in the name of such Purchaser or its nominee, which name shall be designated in writing at least two (2) business days prior to the Sale Closing, representing the Preferred Stock being purchased by it, (ii) the Purchasers shall deliver to the Company against delivery of the certificate or certificates representing the Preferred Stock, by wire transfer to such account as the Company shall designate in writing at least two (2) business days prior to the Sale Closing, the Purchase Price payable in immediately available funds, and (iii) each party to this Agreement shall deliver to the other such other documents, instruments and writings as may be required to be delivered in accordance with this Agreement or as may be reasonably requested by such other party. ARTICLE III
Sale Closing. The Sale Closing shall occur on the Offer Closing Date, but prior to the Offer Closing (such date, the “Sale Closing Date”) (or such other date and time as is mutually agreed to by each Acquiring Entity and each Xxxxxxxxxx Fund) after notification of satisfaction (or waiver) of the conditions to the Sale Closing set forth in Section 6.2 below, at the offices of Xxxxxxx Xxxx & Xxxxx LLP, 000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000.
Sale Closing. (a) The closing of the First Sale (the “First Sale Closing”) shall take place at the offices of Weil, Gotshal & Xxxxxx, LLP, 000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, 00000 at 10:00 a.m. on September 26, 2010 (the “First Sale Closing Date”), subject to satisfaction or waiver on such date of all conditions to the First Sale Closing set forth in Sections 6.1 through 6.3 hereof, and provided that (i) if the Transaction Closing occurs on or prior to the First Sale Closing Date, the First Sale shall not occur and (ii) if the conditions to Buyer’s obligations to consummate the First Sale Closing set forth in Sections 6.1 and 6.2 hereof are not satisfied or waived on or prior to the First Sale Closing Date, the First Sale shall not occur.
Sale Closing. (a) The closing of the purchase and sale of the Preferred Stock pursuant to Section 2.1 hereof (the "Sale Closing") shall take place at the time of the execution of this Agreement. The Sale Closing shall be held at the offices of Xxxxxxx Xxxx & Xxxxx LLP, 900 Third Avenue, New York, New York, or at such other place as the parties hereto shall mutually agree.
Sale Closing. (a) On the terms set forth herein and in reliance on the representations made in this Agreement, REI will sell to QAD, and QAD will purchase from REI, the REI Shares for a total purchase price (the “Purchase Price”) of fourteen million eight hundred thousand dollars (US$14,800,000)(i.e., seven dollars and forty cents (US$7.40) per share). The closing of the Purchase (the “Closing”) shall take place on May 26, 2005 (the “Closing Date”).
Sale Closing. 6.1.1 The Sale Closing shall take place on the 3rd Business Day after the date on which the last of the Conditions Precedent is fulfilled or waived by the Investor in accordance with Article 4.2 (or such other date as the Parties hereto may agree) (“Sale Closing Date”). Before the Sale Closing Date, the Investor shall notify the Escrow Agent in writing that all or the Conditions Precedent have been fulfilled or waived by the Investor in accordance with Article 4.2.
Sale Closing. (a) If a Sale Election is made (or deemed to be made), the closing of the purchase and sale of the Raleigh Interests and any Resolved Interests (the "Raleigh Interests Closing") shall, subject to satisfaction or waiver by the Purchaser and the General Partner of the conditions set forth herein, take place on the earlier of (i) the tenth business day after the date on which Raleigh makes a Sale Election pursuant to the Response Notice and (ii) the thirtieth business day after the delivery of the Buy/Sell Notice, if Raleigh does not timely deliver a Response Notice or if the Response Notice delivered does not comply with the terms hereof (the "Raleigh Interests Closing Date"). The Raleigh Interests Closing shall take place at the offices of Arvida/JMB Managers, Inc., a Delaware corporation, 000 Xxxxx Xxxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000. The Purchaser's obligation to consummate the Raleigh Interests Closing shall be subject to the satisfaction or waiver in writing by the Purchaser of the following conditions (except that a waiver of the conditions set forth in clause (A) of paragraph (i), paragraph (ii) insofar as it relates to such clause (A), paragraph (v) or paragraph (vi) must be made by each of the Purchaser and the General Partner):
