Closing Conditions Precedent definition

Closing Conditions Precedent means the conditions set out in Section 2.2 (Conditions Precedent to the Commercial Closing Date). CNG has the meaning set out in clause (A) of the Background to this PPA.
Closing Conditions Precedent means the Seller’s Closing Conditions Precedent and the Purchaser’s Closing Conditions Precedent.
Closing Conditions Precedent shall have the meaning provided in Clause 4.1;

Examples of Closing Conditions Precedent in a sentence

  • Notwithstanding anything to the contrary contained herein, if the Mutual Closing Conditions Precedent provided in Section 4.7 are not satisfied as of the Closing Date, then this Agreement shall automatically terminate and, except as otherwise expressly provided in this Agreement, no Party shall have any further liability or obligation to the other Party hereunder.

  • If all of the Purchaser Closing Conditions Precedent and all of Seller’s Closing Conditions Precedent are satisfied or waived in writing in accordance with the terms and conditions of this Agreement, Seller shall sell and transfer ProjectCo Interests to Purchaser, and Purchaser shall purchase and accept ProjectCo Interests from Seller, for the Purchase Price on the Closing Date, free and clear of all Liens, except for Permitted Liens.

  • Purchaser’s obligation to consummate the Closing and the Transactions is subject to the satisfaction, or waiver in writing by Purchaser in its sole discretion, of each of the Purchaser Closing Conditions Precedent, and Seller’s obligation to consummate the Closing and the Transactions is subject to the satisfaction, or waiver in writing by Seller in its sole discretion, of each of Seller’s Closing Conditions Precedent.

  • Each of the Seller and the Purchaser shall use commercially reasonable efforts and as required by Applicable Laws and Government Authorities, to reasonably assist the other Party in fulfilling the Closing Conditions Precedent in Section 2.4 and Section 2.5, respectively, but only to the extent that such Party’s assistance is reasonably required in order to fulfill such Closing Conditions Precedent.

  • Financial Closing Date means the date on which all of the Financial Closing Conditions Precedent are satisfied in accordance with this Agreement.

  • Most ECCs use a GIS system of the previous providers, with information at regional level only.

  • Financial Closing Conditions Precedent means the conditions set out in Section 2.4 (Conditions Precedent to the Financial Closing Date).

  • Commercial Closing Conditions Precedent means the conditions set out in Section 2.2(Conditions Precedent to the Commercial Closing Date).

  • Within 5 (five) days of fulfilment (or waiver by the Investor in writing) of all the Second Closing Conditions Precedent required to be fulfilled, the Company and the Promoters shall provide written confirmation of the same (“Second Closing CP Confirmation Certificate”) in a manner acceptable to the Investor, a format of which is set out in Schedule III.

  • The Company and the Promoters shall take all steps necessary to promptly and expeditiously fulfil the First Closing Conditions Precedent and the Second Closing Conditions Precedent.


More Definitions of Closing Conditions Precedent

Closing Conditions Precedent means, collectively, the conditions precedent set forth in sections 4.2 through 4.5.
Closing Conditions Precedent means the conditions specified in Schedule 4.

Related to Closing Conditions Precedent

  • Conditions Precedent shall have the meaning set forth in Clause 4.2.

  • Closing Conditions shall include, but are not limited to, SI Securities determining in its sole discretion that at the time of a closing, the Minimum Offering has been met, the investment remains suitable for investors, investors have successfully passed ID, KYC, AML, OFAC, and suitability screening, and that Issuer has completed all actions required by it as communicated by SI Securities at the time of a closing.

  • Funding Conditions With respect to any proposed Funding Date, the following conditions:

  • Closing Checklist means the schedule, including all appendices, exhibits or schedules thereto, listing certain documents and information to be delivered in connection with the Agreement, the other Loan Documents and the transactions contemplated thereunder, substantially in the form attached hereto as Annex D.

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

  • Step Down Conditions As of any Distribution Date on which any decrease in any Senior Prepayment Percentage may apply, (i) the outstanding Principal Balance of all Mortgage Loans 60 days or more Delinquent (including Mortgage Loans in REO and foreclosure), averaged over the preceding six month period, as a percentage of the aggregate of the Class Certificate Principal Balances of the Classes of Subordinate Certificates on such Distribution Date, does not equal or exceed 50% and (ii) cumulative Realized Losses with respect to all of the Mortgage Loans do not exceed: · for any Distribution Date on or after the seventh anniversary until the eighth anniversary of the first Distribution Date, 30% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the eighth anniversary until the ninth anniversary of the first Distribution Date, 35% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the ninth anniversary until the tenth anniversary of the first Distribution Date, 40% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the tenth anniversary until the eleventh anniversary of the first Distribution Date, 45% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, and · for any Distribution Date on or after the eleventh anniversary of the first Distribution Date, 50% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date.

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

  • Refinancing Conditions the following conditions for Refinancing Debt: (a) it is in an aggregate principal amount that does not exceed the principal amount of the Debt being extended, renewed or refinanced; (b) it has a final maturity no sooner than, a weighted average life no less than, and an interest rate no greater than, the Debt being extended, renewed or refinanced; (c) it is subordinated to the Obligations at least to the same extent as the Debt being extended, renewed or refinanced; (d) the representations, covenants and defaults applicable to it are no less favorable to Borrowers than those applicable to the Debt being extended, renewed or refinanced; (e) no additional Lien is granted to secure it; (f) no additional Person is obligated on such Debt; and (g) upon giving effect to it, no Default or Event of Default exists.

  • Third Amendment Closing Date has the meaning assigned to such term in the Third Amendment.

  • First Amendment Closing Date has the meaning assigned to such term in the First Amendment.

  • Termination Conditions means, collectively, (a) the payment in full in cash of the Obligations (other than (i) contingent indemnification obligations not then due and (ii) Obligations under Secured Hedge Agreements and Secured Cash Management Agreements) and (b) the termination of the Commitments and the termination or expiration of all Letters of Credit under this Agreement (unless the Outstanding Amount of the L/C Obligations related thereto has been Cash Collateralized on terms reasonably acceptable to the applicable Issuing Bank, backstopped by a letter of credit reasonably satisfactory to the applicable Issuing Bank or deemed reissued under another agreement reasonably acceptable to the applicable Issuing Bank).

  • Special Conditions means Special Conditions of Contract, which override the General Conditions, also referred to as SCC.

  • Condition Satisfaction Date shall have the meaning set forth in Section 7.2.

  • Closing Notice Has the meaning specified in the NPA. Company: Has the meaning specified in the first paragraph of this Trust Supplement.

  • Second Closing has the meaning set forth in Section 2.2.

  • Qualifying condition means a condition described in Section 26-61a-104.

  • Second Amendment Closing Date has the meaning assigned to such term in the Second Amendment.

  • Additional Closing has the meaning set forth in Section 2.3.

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Company, Xxxx Capital Partners, LLC and the escrow agent (the “Escrow Agent”) identified therein, in the form of Exhibit B hereto.

  • Litigation Conditions has the meaning set forth in Section 11.3.

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Second Closing Date has the meaning set forth in Section 1.3.

  • Special Conditions of Contract means the pages completed by the Procuring Entity entitled Special Conditions of Contract which constitute Part A of the Special Conditions.

  • Specified Conditions means, at any time of determination thereof, (a) no Incremental Term Loans in the form of an institutional term loan B facility have been issued and are outstanding pursuant to Section 2.20 of the Credit Agreement and (b) (i) the Company’s “corporate credit rating” from S&P (or such other term as S&P may from time to time use to describe the Company’s senior unsecured non-credit enhanced long term indebtedness, such rating, the “S&P Rating”) shall be at least BBB- (with a stable outlook) and the Company’s “corporate family rating” from Xxxxx’x (or such other term as Xxxxx’x may from time to time use to describe the Company’s senior unsecured non-credit enhanced long term indebtedness, such rating, the “Xxxxx’x Rating”) shall be at least Baa3 (with a stable outlook) or (ii) (x) the Company’s S&P Rating shall be at least BBB- (with a stable outlook) or the Company’s Xxxxx’x Rating shall be at least Baa3 (with a stable outlook) and (y) the Leverage Ratio is less than or equal to 2.50 to 1.00.

  • Release Conditions mean the following conditions: (i) Company has received the Executive’s executed Release and (ii) any rescission period applicable to the Executive’s executed Release has expired.