Conditions to Closing definition
Conditions to Closing. Without in any way limiting the discretionary nature of advances under this Agreement, before requesting any such advance, the Borrower shall satisfy each of the following conditions:
Conditions to Closing has the meaning set forth in Section 2.2(b).
Conditions to Closing has the meaning set forth in Section 3.1. “Construction Contract” has the meaning set forth in Section 3.1(c).
Examples of Conditions to Closing in a sentence
As soon as practicable following the REGENTS’ receipt of approval from either its requisite signatory at the campus or its Office of the President, as the case may be, and satisfaction of the Conditions to Closing (the “Closing”).
The closing of the purchase and sale of the Purchased Securities contemplated by Section 2.1 (the "Closing") will take place at the offices of Edwa▇▇▇ & ▇nge▇▇, ▇▇00 ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ 10:00 a.m. on a mutually agreeable date within five (5) business days of satisfaction of the Conditions to Closing contained in Article V (the "Closing Date").
Depositor's Conditions to Closing................................
The Closing shall occur upon the later of (i) the close of business on December 31, 2006 or (ii) as soon thereafter as practicable following the satisfaction or waiver of all of the Conditions to Closing set forth in Section 4.2 of this Agreement (the "Closing Date").
Seller's Conditions to Closing....................................
More Definitions of Conditions to Closing
Conditions to Closing shall have the meaning set forth in Article III.
Conditions to Closing. Before requesting any such advance, the Borrower shall satisfy each of the following conditions:
Conditions to Closing shall have the meaning set forth in Section 2.8.
Conditions to Closing. The Purchaser’s obligations to purchase the Assigned Interests shall be subject solely to the following conditions: (i) The closing of the purchase of the Assigned Interests and the receipt by the Seller or its designee of the Purchase Price shall occur concurrent with the Closing Date (as defined in the Merger Agreement) but prior to the Effective Time (as defined in the Merger Agreement), and only if the Closing Date (as defined in the Merger Agreement) occurs; (ii) At least 30 days (or such shorter period agreed to by Endowment Advisers, L.P.) prior to the closing of the purchase of the Assigned Interests, the Seller shall have given notice of the purchase pursuant to Section 7.12 of the Retiring Partner Agreement (the “Notice”); (iii) Execution and delivery by the Seller of (i) a purchase agreement (the “Purchase Agreement”) reflecting the terms and conditions outlined in this Term Sheet and other immaterial or administrative terms (but not conditions, covenants, fees, tax gross-ups, termination provisions, escrows, set-offs, representations and warranties or indemnification provisions (other than the indemnification set forth under the heading “Indemnification” in this Term Sheet)) that are customary for transactions of this type and (ii) an assignment and assumption agreement in the form attached hereto as Exhibit B (the “Assignment and Assumption Agreement”); (iv) Accuracy of the Specified Representations (as defined below) as of the Closing Date (as defined in the Merger Agreement); and (v) The consummation of the Sale will not conflict with or violate any Order applicable to Seller or the Assigned Interests.
Conditions to Closing has the meaning set forth in Section 5.1(a).
Conditions to Closing. The only conditions to closing will be: • Entering into of a Definitive Agreement (and, to the extent long-forms have not been finalized, detailed term sheets of the ancillary agreements (including agreements relating to transport, On-Going Services, transition services and reverse transition services) reflecting the terms of this Term Sheet satisfactory to Rogers, ▇▇▇▇ and Buyer acting reasonably; • Satisfaction (or waiver, where permitted) of the conditions to closing in the Arrangement Agreement; • Absence of any legal impediment to closing, including as a result of any order of the Competition Tribunal; • Absence of a “material adverse effect” in respect of the Freedom Business (the definition of which will be substantially the same as the definition of “Material Adverse Effect” in the Arrangement Agreement, subject to reasonably appropriate tailoring and modifications to address the Freedom Entities and the Freedom Business); and • Receipt of the Regulatory Approvals (as defined below). For the purposes hereof, Regulatory Approvals means: (a) Issuance by the Commissioner of an advance ruling certificate or no-action letter in respect of the Transaction, together with a waiver of the notification requirement; and (b) Either: (i) Registration of a consent agreement with the Competition Tribunal between, at least, the Commissioner and one or more parties to the Arrangement Agreement on the basis of which the Transaction is permitted to close without modification to the terms set out in this Term Sheet, unless otherwise agreed between the parties to this Term Sheet. If requested by the Commissioner, Buyer shall be a signatory to the consent agreement to confirm Buyer will conclude the Transaction on terms consistent with the Definitive Agreement, and as may otherwise be acceptable to Buyer; or (ii) An order of the Competition Tribunal pursuant to the Commissioner’s application under section 92 of the Competition Act in respect of the Arrangement Agreement allowing this Transaction, without modification to the terms set out herein, to proceed; and (c) Receipt of all approvals required from Minister of Innovation, Science and Industry for the transfer or deemed transfer of spectrum licenses in connection with the Transaction (excluding the spectrum swap described above).
Conditions to Closing. The availability of the Facilities on the date of the initial borrowings under the Facilities (the “Closing Date”) will be subject to only the conditions specified in Article V of the Agreement to which this Term Sheet is attached, including without limitation, the consummation of the 2022 Debt Refinancing.