Second Closing definition
Examples of Second Closing in a sentence
In connection therewith, the Company shall add Purchaser as a signatory to the Company’s bank accounts within five (5) Business Days immediately following the Second Closing.
The Purchaser shall at all times as of and after the Agreement Date have sufficient cash on hand or other sources of immediately available funds (the “Purchaser Available Funds”) to enable him to timely fulfill and/or satisfy his payment and other financial obligations under this Agreement and the other Transaction Documents, including payment of the remaining Purchase Price at the Second Closing, his indemnification obligations.
The Second Closing Termination Fee shall be payable in immediately available funds by wire transfer no later than five (5) Business Days after such termination.
Any Second Closing Termination Fee paid by the Purchaser shall be credited against any indemnification amounts payable by the Purchaser as the Indemnitor for any Indemnified Liabilities arising out of the same facts or circumstances.
The Second Closing Termination Fee (together with, if applicable, the cost and expense reimbursement and interest described in the second sentence of paragraph (b) of this Section 6.3) shall be the Company’s sole and exclusive remedy against the Purchaser in respect of the Purchaser’s failure to fund the Second Closing.