Principal Closing Date definition

Principal Closing Date shall have the meaning ascribed thereto in Section 2.1.
Principal Closing Date means the date on which the Principal Closing occurs, as the same may be extended by Forest City or the BCR Entities pursuant to this Agreement. The parties will conduct a “pre-closing” commencing on the third business day preceding the Principal Closing Date, and will use commercially reasonable efforts to finalize the closing statement for the Principal Closing at least forty-eight (48) hours prior to the Principal Closing Date. As used in this Agreement, the term “Closing” means the transfer of Contributed Interests as contemplated hereby at the Principal Closing or the Deferred Closing, and the performance by each party of the obligations on its part then to be performed under and in accordance with this Agreement, and the term “Closing Date” means the date on which a Closing is to occur as the same may be extended by FCEI or the BCR Entities pursuant to this Agreement.
Principal Closing Date means the first date on which the Borrower has received at least $40,000,000 of gross proceeds from the sale of convertible preferred stock of the Borrower pursuant to the Convertible Preferred Stock Purchase Agreement."

Examples of Principal Closing Date in a sentence

  • Assuming that the conditions to the obligation of Buyer to consummate the purchase and sale of the Equity Interests and Transferred Assets have been satisfied or waived, then at and immediately following the Principal Closing Date and, assuming the accuracy of the representations and warranties set forth in Article III hereof, after giving effect to all parts of the Transactions, Buyer, each Transferred Entity will be Solvent.

  • From the Principal Closing Date and until the 12 month anniversary thereof, Seller agrees that it shall not, and that it shall cause Synthes and its and Synthes’s respective subsidiaries not to, directly or indirectly, solicit for employment (including in any consulting capacity) in an orthopaedic trauma business any Transferred Employee.

  • The Sellers are required to pay or to procure that the Transferred Entities shall pay all Taxes due with respect to Tax Returns of the Deferred Business Transferred Entities that are required to be filed after the Principal Closing Date and on or before a Deferred Closing Date where such Taxes are required by applicable Law, in force at the Principal Closing Date, to be paid on or before the Deferred Closing Date.

  • Starting from 50a (0.30 g, 0.9 mmol) and 52i (0.3 g, 1.08 mmol) and following the procedure described for 8, compound 27 was obtained as a white solid (0.147 g, 46%).

  • To the extent requested by Sellers, Buyer will reasonably cooperate with Sellers in obtaining such refund or credit, including through the filing of amended Tax Returns for periods ending before or on the Principal Closing Date or refund claims.

  • The qualifications, ro les, and responsibilities of the program supervisor, site director and any other key project staff, subcontractors, or consultants who will be working on tasks related to this RFA.

  • However, within 20 days of the expected Principal Closing Date, Buyer shall deliver to Seller a schedule of expected withholding amounts with written explanations for each.

  • For a period of two years after the Principal Closing Date, Seller shall keep confidential, and shall cause its Affiliates to keep confidential, the Confidential Information, except (a) as permitted by this Agreement, (b) as required by Law or (c) as necessary to defend or prosecute any indemnification claim or any litigation or dispute.

  • Other than the Pre-Closing Actions, there are no other actions that are material and required to separate the Business (other than the California Business) from the Seller Business on or prior to the Principal Closing Date.

  • Each Successor Distributor Agreement shall be assignable to USI or another applicable Acquiring Entity effective as of the Principal Closing Date and shall be assigned at the Closing and be an Assumed Contract hereunder (subject to the proviso set forth in the definition of "Assumed Contract" in Section 1.1).


More Definitions of Principal Closing Date

Principal Closing Date means the Closing Date with respect to the Principal Closing.
Principal Closing Date means the date on which the Principal Closing is to occur as provided in the preceding sentences, as the same may be extended by JRI or CBL pursuant to this Agreement. JRI and CBL will conduct a "pre-closing" commencing on the third (3rd) Business Day preceding the Principal Closing Date, and will use commercially reasonable efforts to finalize the closing statement for the Principal Closing at least forty-eight (48) hours prior to the Principal Closing Date. As used in this Agreement, the term "Closing" means the transfer and assignment of the Interests with respect to and/or the contribution of, one or more Properties to the Operating Partnership and the performance by each party of the obligations on its part then to be performed under and in accordance with this Agreement (including, in the case of a transfer of Interests with respect to a Property that is to occur in stages as set forth in Section 2.1(c) hereof, the first stage of such transfer and not any ICOA Option Closing), and the term "Closing Date" means the date on which the Closing with respect to any Property or Properties is to occur as the same may be extended by JRI or CBL pursuant to this Agreement.
Principal Closing Date means the date referenced in Article 4.01;
Principal Closing Date means the date on which the Principal Closing is to occur as provided in the preceding sentences, as the same may be extended by CFCL pursuant to this Agreement, the term "Threshold Properties" means, collectively, the Properties known as Broward Mall, Dover Mall and Dover Commons, Galleria at White Plains, Northpark Mall and The Esplanade, and "Non-Threshold Properties" means the Partial Properties. CFCL and the Purchaser will conduct a "pre-closing" commencing on the second (2nd) Business Day preceding the Principal Closing Date, and will use commercially reasonable efforts to finalize the closing statement and the proration statements set forth in Section 5.1 for the Principal Closing at least twenty-four (24) hours prior to the Principal Closing Date. As used in this Agreement, the term "Closing" means the conveyance of one or more Properties or Interests to Purchaser and the performance by each party of the obligations on its part then to be performed under and in accordance with this Agreement and the term "Closing Date" with respect to any Property or Interest means the date on which the Closing with respect to that Property or Interest has occurred or is to occur, as the same may be extended by CFCL pursuant to this Agreement.

Related to Principal Closing Date

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

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

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

  • Original Closing Date means March 21, 2013.

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

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

  • 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.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

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

  • Additional Closing Date shall have the meaning set forth in Section 2.3.2.

  • Loan Closing Date means the date upon which the Loan is made to the Company.

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

  • 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.

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Scheduled Closing Date Has the meaning specified in the NPA.

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

  • Financial Closing Date means the date of the closing of the initial agreements for any Financing of the Facility and of an initial disbursement of funds under such agreements.

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Funding Date is any date on which a Credit Extension is made to or for the account of Borrower which shall be a Business Day.

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

  • 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.

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

  • 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.

  • Second Closing has the meaning set forth in Section 2.2.

  • Additional Closing has the meaning set forth in Section 2.3.