Pre-Close Transactions definition

Pre-Close Transactions means the following transactions by the Company which will be effected prior to Closing, unless otherwise specified below or pursuant to Section 10.1(f):

Examples of Pre-Close Transactions in a sentence

  • Notwithstanding anything to the contrary in this Agreement, prior to the Closing, Seller and the Company shall cause the Company to effect the Pre-Close Transactions.

  • Except for the Pre-Close Transactions or as set forth on Schedule 2.19, the Company has not created, incurred, assumed, or guaranteed any indebtedness not reflected in the Interim Statements other than obligations incurred in the Ordinary Course of Business since the date thereof.

Related to Pre-Close Transactions

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • 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.

  • Purchase Transaction means a purchase of scrap metal, or the purchase of property described in section 10 if the knowing purchase or offer to purchase that property is not prohibited by that section, by a scrap metal dealer. The term does not include any of the following:

  • Acquisition Closing Date means the “Closing Date” under and as defined in the Acquisition Agreement.

  • 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.

  • Closing means the closing of the purchase and sale of the Securities pursuant to Section 2.1.

  • Second Closing Date has the meaning set forth in Section 1.3.

  • IPO Closing means the initial closing of the sale of the Class A Common Stock in the IPO.

  • Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.

  • Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Failed Transactions is the set of all requests within Total Transaction Attempts that do not return a Success Code within 30 seconds from Microsoft’s receipt of the request.

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • M&A Transaction means (i) the consolidation of the Company with, or a merger with or into, any third party, following which the Company’s stockholders immediately prior to such transaction, will own less than 50.1% of the surviving entity or the Company, as applicable, immediately following such transaction, or (ii) an acquisition or other transfer of all or substantially all of the Company’s securities or assets.

  • IPO Closing Date means the closing date of the IPO.

  • Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.

  • 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.

  • Tender Closing Date means the date and time set out in column (C) of Part 1 of the Schedule to the Tender Notice;

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • First Closing has the meaning set forth in Section 2.1(a).

  • Pre-Closing Reorganization has the meaning set forth in the Recitals.

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Company Acquisition Transaction means any transaction or series of transactions involving:

  • Pre-Release Transaction shall have the meaning set forth in Section 5.10.