Closing Date Specified Assets means, with respect to a Company Group, the assets applicable to such Company Group and described as such under items 1, 2, 3, 4, and 5 of Part II of the Agreed Accounting Principles.
Closing Date Business Plan means the set of Projections of Borrowers for the 3 year period following the Closing Date (on a year by year basis, and for the 1 year period following the Closing Date, on a month by month basis), in form and substance (including as to scope and underlying assumptions) satisfactory to Agent.
Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.
Closing Date Working Capital has the meaning specified in Section 2.3(b).
Closing Date Term Loan has the meaning specified in Section 2.01(a).
Closing Date Cash means Company Cash as of 11:59 P.M. on the date immediately prior to the Closing Date.
Specified Assets the following property and assets of such Grantor:
Closing Date Net Working Capital means the Net Working Capital as of the Closing Date.
Closing Date Statement has the meaning set forth in Section 2.06(b).
Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.
Closing Date Transactions means, collectively (a) the funding of the Loans on the Closing Date and the execution and delivery of Loan Documents to be entered into on the Closing Date, (b) the Debt Proceeds Transfer, and (c) the payment of Closing Date Transaction Expenses.
Closing Date Term Loans means the Term Loans made by the Term Lenders on the Closing Date to the Borrower pursuant to Section 2.01(1).
Closing Date Mortgaged Property as defined in Section 3.1(i).
Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.
Scheduled Closing Date Has the meaning specified in the Note Purchase Agreement.
Specified Asset as defined in subsection 4.2.2 hereof.
Specified Asset Sale has the meaning specified in Section 2.05(b)(vi).
Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.
Specified Acquisition Agreement Representations means such of the representations and warranties in the Acquisition Agreement made by the Acquired Company with respect to the Acquired Company and its subsidiaries as are material to the interests of the Lenders, but only to the extent that the Borrower (and/or its applicable Affiliate) has the right to terminate its and/or such Affiliate’s obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.
Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.
Second Closing Date means the date of the Second Closing.
Closing Date Payment has the meaning set forth in Section 2.04(a)(i).
Additional Closing Date has the meaning set forth in Section 3.
Asset Schedule means with respect to any Transaction as of any date, an asset schedule in the form of a computer tape or other electronic medium (including an Excel spreadsheet) generated by Seller and delivered to Buyer and the Custodian, which provides information (including, without limitation, the information set forth on Exhibit E attached hereto) relating to the Purchased Mortgage Loans in a format reasonably acceptable to Buyer.
First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.
Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.