Closing Delay definition

Closing Delay shall have the meaning the failure of a Subsequent Closing or the Final Closing to occur as a result of the failure to be true of any representation or warranty of either party, or the failure of either party to comply with any obligation, covenant or agreement hereunder, provided a Closing Delay shall not occur as a result of the failure of the Company to deliver Subsequent Closing Securities at a Subsequent Closing or Final Closing Securities at the Final Closing, or the failure of the Purchaser to deliver the Subsequent Subscription Amount at a Subsequent Closing or Final Subscription Amount at the Final Closing,
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Examples of Closing Delay in a sentence

  • Notwithstanding the above, in the event that the Purchaser delivers a Closing Delay Notice, the Purchaser shall not be entitled to a reduction in the Cash Loan Purchase Price for any portion of the Net Earnings from and after the originally scheduled Closing Date through and including the actual Closing Date.

  • The aggregate amount of all Closing Delay Payments made to Sellers pursuant to this Section 10.7 shall be credited against the amount of the Second Closing Purchase Price.

  • In the event the Company fails to make Additional Closing Delay Payments in a timely manner in accordance with the foregoing, such Additional Closing Delay Payments shall bear interest at the rate of two percent (2%) per month (prorated for partial months) until paid in full.

  • It is understood and agreed that the Purchaser shall not be permitted to deliver a Closing Delay Notice if it has previously delivered a Purchaser Proration Notice.

  • If EOP has not delivered an EOP Closing Delay Price and Wils▇▇ ▇▇▇ not delivered a Wils▇▇ Closing Delay Notice, there will be no increase in the Promote Distribution under SECTION 11.

  • If a Closing Delay Event occurs after the earlier to occur of the Interim Purchase Option Exercise Date and the service on the Seller by the Buyer of an Early Interim Purchase Option Exercise Notice and notification for exercise of the Interim Option has already been sent to the relevant Vessel Owner and (where relevant) Option Vessel Owner, the Closing Date shall only be postponed if the relevant Vessel Owner and (where applicable) Option Vessel Owner consents to such postponement.

  • The parties hereto agree that the aggregate Closing Delay Penalty shall be added to the principal balance of the Second Promissory Note.

  • The Closing Delay Notice shall contain the Purchaser's waiver of all of the conditions set forth in Section 6.02 (other than Section 6.02(e)) and all of the Purchaser's rights to terminate this Agreement pursuant to Section 8.01, other than such rights arising out of a willful violation of the Seller's covenants hereunder occurring after the date of the Closing Delay Notice.

  • If EOP has delivered an EOP Closing Delay Notice, the Promote Distribution will be increased at the rate of 20% per annum commencing on the Promote Calculation Date and ending on the EOP Delayed Closing Date (or later date to the extent caused by EOP's breach of its obligations, if applicable, to close) or such earlier date as the entire Promote Distribution is paid.

  • By the mutual consent in writing of BHRB and SMMF; (b) Closing Delay.