Second Closing Transactions definition

Second Closing Transactions has the meaning stated in Section 2.2 of the Agreement.
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Second Closing Transactions has the meaning set forth in the recitals.
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Second Closing Transactions means, collectively, the transactions to occur pursuant to the Financing Documents executed and delivered on the Second Closing Date, including (a) the execution, delivery and performance of such Financing Documents and the issuance of the Second Closing Purchased Securities in connection therewith; (b) the Foundry Seller Note Refinancing; and (c) the payment of all fees and expenses to be paid on or prior to the Second Closing Date and owing in connection with the foregoing.
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Examples of Second Closing Transactions in a sentence

  • Section 5.1 Conditions to Each Party’s Obligation to Effect the Second Closing Transactions.

  • Each coat shall vary slightly in shade and this shall be got approved by the ENGINEER.11.5.10 All parts i.e. rail sections (except top surface of rail), sole plates, clamps, stoppers, washers, welded joints, etc., are to be thoroughly cleaned with wire brush and painted with anti-corrosive bitumastic paint of approved make such as Shalimar, Asian Paint, British Paint, etc.

  • Any waiting period (and any extension thereof) under the HSR Act (to the extent applicable to the Second Closing Transactions) shall have expired or been terminated.

  • The Seller shall have received the deliveries contemplated by Section 5.5. Section 5.3 Conditions to Parent’s and Purchaser’s Obligation to Effect the Second Closing Transactions.

  • The Buyers will have on each Closing Date immediately available funds sufficient for the Buyers to consummate the First Closing Transactions or the Second Closing Transactions, as applicable, including payment of all the Buyers’ fees, cost and expenses related to the Transactions.

  • Each Purchaser shall be satisfied that the Total Leverage Ratio, determined on a Pro Forma Basis as of March 31, 2007, for the twelve month period ending on such date, but including the Indebtedness under the Notes and the consummation of the other Second Closing Transactions, shall be no greater than 2.13 to 1.0.

  • The rainfall occurring in the Kavango East is thus comparable with that of the Kruger National Park (KNP) where the rainfall has been reported to range between 459 and 650 mm/yr (A.

  • After giving effect to the Second Closing Transactions and the other transactions contemplated hereby, neither Holdings nor any of its Subsidiaries shall have outstanding any Indebtedness or preferred equity other than (i) the Notes, (ii) the Purchased Preferred Stock, (iii) the Foundry Seller Notes (to the extent not refinanced pursuant to the Foundry Seller Notes Refinancing) and (iv) the Indebtedness listed on Schedule 7.01(b).

  • The Purchasers shall have received all other reports and opinions of appraisers, consultants or other advisors retained by it to review the business, operations or condition of Holdings and its Subsidiaries giving effect to the Second Closing Transactions, and shall be satisfied with such reports and opinions.

  • The Second Closing Transactions to be entered into by each Issuer and the Foundry Transactions entered into by certain Issuers are within such Issuer’s powers and have been duly authorized by all necessary action on the part of such Issuer.


More Definitions of Second Closing Transactions

Second Closing Transactions means the transactions contemplated to be consummated at the Second Closing, including the Xxxxxxxxxx Exchange, the Preferred Unit Exchange, the Oaktree Land Exchange, the Nevada Palace Oaktree Loan Assignment and Assumption, Schiff Lease Option Assignment, the Esquire Purchase, the Company Esquire Purchase, the Nevada LLC Contribution, the Nevada Palace Lease, the NP Land Security Deposit, the Nevada Palace Oaktree Loan Payoff, the Esquire Second Closing Payoff (if any) and the Xxxxxxxxxx II Payment (if any).
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Related to Second Closing Transactions

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

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

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

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

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

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

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

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

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).

  • 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.

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

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

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

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

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

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

  • 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.

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

  • Financing Transactions means the execution, delivery and performance by each Loan Party of the Loan Documents to which it is to be a party, the borrowing of Loans, the use of the proceeds thereof and the issuance of Letters of Credit hereunder.

  • Offer Closing Date has the meaning set forth in Section 1.01(f).

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.

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

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

  • Closing Date Transactions means, collectively (a) the funding of the Loans on the Closing Date and the execution and delivery of Loan Documents to be entered into on the Closing Date, (b) the Debt Proceeds Transfer, and (c) the payment of Closing Date Transaction Expenses.

  • Qualifying Transaction means a transaction where a CPC acquires Significant Assets, other than cash, by way of purchase, amalgamation, merger or arrangement with another Company or by other means.

  • Outside Closing Date means the date which is 365 days after the earlier of the Firm Closing Date; or Second Tentative Closing Date; or such other date as may be mutually agreed upon in accordance with section 4. “Property” or “home” means the home including lands being acquired by the Purchaser from the Vendor. “Purchaser’s Termination Period” means the 30-day period during which the Purchaser may terminate the Purchase Agreement for delay, in accordance with paragraph 10(b).