Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.
Pre-Closing Period means any taxable period ending on or before the Closing Date.
Pre-Closing Taxes means Taxes of the Company for any Pre-Closing Tax Period.
Closing Stock Price means the Stock Price as of the last day of any Performance Measurement Period.
Pre-Closing Environmental Liabilities means (i) any violation of Environmental Law arising in connection with the ownership or operation of the Properties prior to the Effective Time, (ii) any Release of Hazardous Substances onto or from the Properties prior to the Effective Time or relating to or arising from any activities conducted on such properties or from operation of such assets prior to the Effective Time and (iii) any claim, action, cause of action, inquiry, investigation, remediation, removal or restoration with respect to the matters set forth in subsection (i) or (ii) above
Pre-Closing Periods means all Tax periods ending at or before the Closing Date and, with respect to any Tax period that includes but does not end at the Closing Date, the portion of such period that ends at and includes the Closing Date.
Assumed Obligations has the meaning specified in Section 2.2.
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.
Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.
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.
Offer Closing Date has the meaning set forth in Section 1.01(f).
Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.
Pre-Closing Reorganization has the meaning set forth in the Recitals.
Closing Cash Payment has the meaning set forth in Section 2.06(a).
Closing Consideration shall have the meaning set forth in Section 2.1(b).
Indemnification Obligations means each of the Debtors’ indemnification obligations in place as of the Effective Date, whether in the bylaws, certificates of incorporation or formation, limited liability company agreements, other organizational or formation documents, board resolutions, management or indemnification agreements, or employment or other contracts, for their current and former directors, officers, managers, employees, attorneys, accountants, investment bankers, and other professionals and agents of the Debtors, as applicable.
Merger Closing Date the Closing Date (as defined in the Merger Agreement).
Closing Period means the period between the close of business on the date of this Agreement and the Closing.
Tender Closing Date means the date and time set out in column (C) of Part 1 of the Schedule to the Tender Notice;
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.
Retained Obligations shall have the meaning set forth in Section 2.6.
New Services Queue Closing Date means each April 30 and October 31 shall be the Queue Closing Date for the New Services Queue comprised of Interconnection Requests, Completed Applications, and Upgrade Requests received during the six-month period ending on such date. New York ISO or NYISO: “New York ISO” or “NYISO” shall mean the New York Independent System Operator, Inc. or any successor thereto.
Closing Cash Amount has the meaning set forth in Section 2.2.
Assumed Liabilities has the meaning set forth in Section 2.3.
Post-Closing Period means any taxable period (or portion thereof) beginning after the Closing Date.
Conversion Obligation shall have the meaning specified in Section 14.01(a).