Transactions Subsequent to Closing Sample Clauses

Transactions Subsequent to Closing. 47 11.1 Access to Books and Records 47 11.2 Further Agreements 48 11.3 Asset Returns 49 11.4 Certain Tax Matters 49 11.5 Covenant Not to Compete 49 11.6 Buyer's Insurance 50 11.7 Company Stores 51 ARTICLE 12 MISCELLANEOUS 51 12.1 Public Announcement 51 12.2 Expenses 51 12.3 Transfer Taxes and Recording Expenses 51 12.4 Real Estate Taxes 52 12.5 Knowledge 52 12.6 Notices 52 12.7 Entire Agreement 54 12.8 Binding Effect; Benefit 54 12.9 Bulk Sales Law 54 12.10 Assignability 54 12.11 Amendment; Waiver 54 12.12 Disclosure Schedules and Exhibits 54 12.13 Section Headings 55 12.14 Severability of Provisions 55 12.15 Counterparts 55 12.16 Applicable Law 55 12.17 Submission to Jurisdiction 55 Schedule 1 Business Schedule 1.1(a) Seller Subsidiaries Schedule 1.1(b) Transferred Subsidiaries Schedule 2.3(a) Excluded Assets Schedule 2.3(b) Excluded Liabilities Schedule 2.5(b) Accounting Principles (OMITTED) Schedule 3.2(a) Allocation Schedule (OMITTED)
Sample 1
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Transactions Subsequent to Closing. OPT OUT PROVISIONS. Subsequent to the Closing Date and for twelve months thereafter (the "Opt-Out Period"), Seller shall retain certain opt-out and buy back provisions as set forth in this Paragraph. Opt Out Provision: If the Buyer does not meet any of the following conditions, Seller shall have the right at any time within twelve months of the Closing Date of this transaction to repurchase the stock of the Seller by exchanging it for the stock received from Buyer and the amount of funds provided to Christian Happenings under the terms of Paragraph 3, above. Trigger events giving rise to the Opt Out Provisions :
Sample 1
Transactions Subsequent to Closing. 3.4.1 Uptrend, Uptrend Principal and Buyer shall, prior to the expiration of the current consulting agreement by and between Seller and Uptrend, execute and deliver the Consulting Agreement substantially in the form attached hereto as Exhibit 3.4.1.
Sample 1
Transactions Subsequent to Closing 
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Related to Transactions Subsequent to Closing

  • Conditions Precedent to Closing Date The obligation of the Lenders to make each Loan hereunder, and the obligation of the Letter of Credit Issuer to issue Letters of Credit hereunder, in each case, on the Closing Date are subject to the satisfaction on or prior to the Closing Date of each of the following conditions:

  • Conditions Precedent to Closing The Local Church and Annual Conference acknowledge and agree that the obligations of the parties to effectuate the Closing on or about the Disaffiliation Date are expressly contingent and conditional on the following:

  • Conditions Precedent to the Closing Date The obligation of the Lenders to execute this Agreement and make any requested Loans on the Closing Date is subject to the prior satisfaction of each of the following conditions (unless waived in writing by Administrative Agent with the consent of the Lenders):

  • Purchaser’s Conditions to Closing The obligations of the Purchaser under this Agreement shall be subject to the satisfaction, on or prior to the Closing Date, of the following conditions:

  • Conditions to Closing Date This Agreement shall become effective upon, and the obligation of each Lender to make the initial Extensions of Credit on the Closing Date is subject to, the satisfaction of the following conditions precedent:

  • Conditions Subsequent The obligation of the Lender Group (or any member thereof) to continue to make Revolving Loans (or otherwise extend credit hereunder) is subject to the fulfillment, on or before the date applicable thereto, of the conditions subsequent set forth on Schedule 3.6 to this Agreement (the failure by Borrowers to so perform or cause to be performed such conditions subsequent as and when required by the terms thereof (unless such date is extended, in writing, by Agent, which Agent may do without obtaining the consent of the other members of the Lender Group), shall constitute an Event of Default).

  • CONDITIONS PRECEDENT TO PURCHASER'S OBLIGATION TO CLOSE Purchaser’s obligation to purchase the Assets and to take the other actions required to be taken by Purchaser at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Purchaser, in whole or in part, in writing):

  • CONDITIONS PRECEDENT TO BUYER'S OBLIGATION TO CLOSE Buyer's obligation to purchase the Shares and to take the other actions required to be taken by Buyer at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Buyer, in whole or in part):

  • CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE Sellers' obligation to sell the Shares and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

  • Conditions Precedent to the Closing Conditions precedent to the Closing are as follows:

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