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.
Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.
Second Closing Date has the meaning set forth in Section 1.3.
Pre-Closing Tax Periods means any and all Tax periods that end on or before the Closing Date and the portion of any Straddle Period ending at the end of day on which the Closing occurs.
Scheduled Closing Date Has the meaning specified in the NPA.
Pre-Closing Tax Return has the meaning set forth in Section 7.1(a).
Pre-Closing Taxes means Taxes of the Company for any Pre-Closing Tax Period.
Post-Closing Tax Period means any taxable period beginning after the Closing Date and the portion of any Straddle Period beginning after the Closing Date.
Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.
Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.
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.
Estimated Closing Cash has the meaning set forth in Section 2.4(a).
Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.
Third Closing Date has the meaning set forth in Section 2.2(c).
Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.
Closing Date Cash has the meaning specified in Section 3.4(a).
Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.
Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.
Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).
Anticipated Closing Date means the anticipated closing date of any proposed Qualified Sale Transaction, as determined in good faith by the Board of Directors on the Applicable Date.
Post-Closing Taxes means Taxes of the Company for any Post-Closing Tax Period.
Pre-Closing Tax Returns has the meaning specified in Section 8.04(a).
Delayed Closing Date means the date, set in accordance with section 3, on which the Vendor agrees to Close, in the event the Vendor cannot Close on the Firm Closing Date.
Second Closing has the meaning set forth in Section 2.2.
Subsequent Closing has the meaning set forth in Section 3.2.
Pre-Closing Taxable Period means with respect to any tax, any applicable taxable period ending on or prior to consummation of the transactions contemplated hereby on the Closing Date or the allocable portion of any applicable taxable period that includes but does not end on the Closing Date.