Examples of Initial Closing Date in a sentence
Following the Closing until the eighteen month anniversary of the Initial Closing Date, until such consent is obtained, Purchaser will, and will cause each of its affiliates to, exercise reasonable best efforts to discharge the obligations under the terms of any Contract that has not yet been transferred or assigned due to the failure to receive such consent as if such Contract had been so transferred or assigned.
Section 3.11(a) of the Company Disclosure Schedule sets forth a detailed listing with respect to each item of Company Registered Intellectual Property and all actions, filings and payment obligations due to be made to any Governmental Entity within one hundred and twenty (120) calendar days following the Initial Closing Date.
The representations and warranties contained in this Agreement (other than Specified Indemnification Representations) and the Local Transfer Agreements shall terminate and be of no further force and effect on the fifteen-month anniversary of the Initial Closing Date and the Specified Indemnification Representations shall terminate and be of no further force and effect sixty (60) calendar days following the expiration of the applicable statute of limitations.
LivaNova shall send or cause to be sent to Purchaser copies of the documents in the Data Room as of the Initial Closing Date via DVD or other electronic form.
Notwithstanding the foregoing, the representations and warranties contained in this Agreement (other than the Specified Indemnification Representations) shall survive for three (3) years after the Initial Closing Date with respect to the Licensed Mark (as defined in the Trademark License Agreement), Trademark License Agreement, and use of the Licensed Mark thereunder.