Examples of Termination Closing in a sentence
The purchase price for the Teaching Hospital Business is the sum of the Fair Value of the Teaching Hospital Business as of the Termination Closing Date less the amount of the Teaching Hospital Business Assumed Liabilities as of the Termination Closing Date, and less the Fair Value of the University’s Membership Interest as of the Termination Closing Date.
Immediately after the Termination Closing, SteelCloud and V-ONE shall issue a joint press release disclosing the termination of the Transaction Documents, substantially in the form attached hereto as EXHIBIT 3.
At the Termination Closing, HealthCore shall have no items to deliver to the Participating Escrow Shareholders.
The closing of the transactions contemplated by this Agreement (the "Termination Closing") shall be deemed to occur on the first date by which both (i) the Merger Closing shall have occurred, and (ii) HealthCore shall have received the Required Stockholder Vote (such date being the "Termination Closing Date").
Until the Termination Closing Date, the Grantee shall receive all distributions distributable on the Operating Units held.
Notwithstanding the foregoing, the Buyer’s obligations not to transfer the Shares or the Properties shall terminate upon: (i) closing on the Termination Closing Date; or (ii) if the Buyer has not exercised the Termination Option, the Buyer has paid the Advance MII Payment, the Second Cash Payment and the Third Cash Payment.
The representations and warranties contained herein shall survive the Termination Closing for a period six (6) months following the Termination Closing Date.
Subject to the terms and conditions set forth herein, the Parties agree, concurrently with the Termination Closing (as defined herein) to terminate the Transaction Documents and the Transaction Documents will be terminated and of no further force and effect as of the Termination Closing pursuant to Section 8.1 of the Merger Agreement.
Additionally, on the Termination Closing Date (as defined herein), the Parties shall take all actions that counsel to the Parties reasonably deem necessary to render the Merger Agreement and the other Transaction Documents null and void AB INITIO.
If the Purchaser has exercised the --------------------------- Second Option, but not the Third Option, within the time frames contemplated by the Governance Agreement, then the Company shall, at the Termination Closing, issue and sell to the Purchaser 205,882 Shares having an aggregate value of $3.5 million, at a purchase price per Share of $17.00.