ARTICLE II THE CLOSING Sample Clauses

ARTICLE II THE CLOSING. 8 Section 2.1 Closing..........................................................8 Section 2.2 Closing Transactions.............................................8 ARTICLE III
AutoNDA by SimpleDocs
ARTICLE II THE CLOSING. 7 2.01 The Closing ..................................................................................................................... 7 2.02 The Closing Transactions ............................................................................................... 7 2.03 Net Working Capital Adjustment ................................................................................... 7 2.04 Preparation of the Closing Statements; Cooperation. ................................................... 10 ARTICLE III
ARTICLE II THE CLOSING. 10 Section 2.1 Closing...................................................10 Section 2.2 Deliveries by the Seller..................................10 Section 2.3 Deliveries by the Purchaser...............................11 ARTICLE III
ARTICLE II THE CLOSING. 2.1 The Closing of the Reorganization (the “Closing”) will take place at such time and place as the parties may mutually agree. The Closing will be complete only when all of the deliverables set forth in the following sub-sections have been delivered. Should the Closing not be completed, this Agreement will be terminated with no liabilities either under this Agreement or related to such termination accruing to any of the Parties.
ARTICLE II THE CLOSING. 28 Section 2.1 Sale and Purchase of Units ........................................................................28 Section 2.2 Purchase Price; Delivery of Funds; Payment of Company Transaction Expenses ....................................................................................................28 Section 2.3 Determination of Purchase Price Adjustment ............................................30 Section 2.4 Closing; Closing Deliverables ...................................................................34 Section 2.5 Withholding ...............................................................................................35 Section 2.6 Tax Treatment of Payments .......................................................................35 Article III
ARTICLE II THE CLOSING. 2 Section 2.1 Date of Closing..............................................2 ARTICLE III
ARTICLE II THE CLOSING. 9 Section 2.1 Closing . . . . . . . . . . . . . . . . . . . . . . . 9 Section 2.2 Consideration . . . . . . . . . . . . . . . . . . . . 9 Section 2.4
AutoNDA by SimpleDocs
ARTICLE II THE CLOSING. 4 Section 2.1 Time and Place of Closing .....................4 Section 2.2 Deliveries by Sellers .........................4 Section 2.3 Deliveries by Purchaser .......................4 Section 2.4 Deliveries by CSC .............................4 ARTICLE III

Related to ARTICLE II THE CLOSING

  • After the Closing Date Buyer shall accept payment of all accounts receivable in the normal course of conducting the Business. Upon payment of any amounts from Delinquent Members, Buyer shall credit such payment first to the amounts owed by such Delinquent Member indicated on the Seller Receivable List, and then for Buyer's account.

  • After the Closing Buyer and Seller shall execute and deliver, or shall cause to be executed and delivered from time to time, such further instruments of conveyance and transfer, and shall take such other actions as any party may reasonably request, to convey and deliver the Assets to Buyer, to perfect Buyer’s title thereto, and to accomplish the orderly transfer of the Assets to Buyer in the manner contemplated by this Agreement. If any party hereto receives monies belonging to the other, such amount shall immediately be paid over to the proper party. If an invoice or other evidence of an obligation is received by a party, which is partially an obligation of both Seller and Buyer, then the parties shall consult with each other, and each shall promptly pay its portion of such obligation to the obligee.

  • Following the Closing Seller shall permit Buyer and its representatives (including, without limitation, their counsel and auditors), during normal business hours, to have reasonable access to, and examine and make copies of, all books and records of Seller and its Affiliates relating to the Hospital, which books and records, are retained by Seller and which relate to transactions or events contemplated by this Agreement occurring prior to the Closing, to the maximum extent permitted by law. For a period of three (3) years after the Closing, Seller agrees that, prior to the destruction or disposition of any such books or records, Seller shall provide not less than forty-five (45) days', nor more than ninety (90) days' prior written notice to Buyer of such proposed destruction or disposal. If Buyer desires to obtain any such documents, it may do so by notifying Seller in writing at any time prior to the date scheduled for such destruction or disposal. In such event, Seller shall not destroy such documents and the parties shall then promptly arrange for the delivery of such documents to Buyer, its successors or assigns. All out-of-pocket costs associated with the delivery of the requested documents shall be paid by Buyer.

  • Conditions Precedent to the Closing 12 7.1. Consents; Stockholder Approval .................................. 12 7.2. No Suits or Actions ............................................. 12 ARTICLE VIII - MISCELLANEOUS................................................. 12

  • Purchaser Closing Deliveries At the Closing, Purchaser shall deliver, or cause to be delivered, the following:

  • Conditions to the Closing On or before the Closing Date, the Trust Depositor shall deliver or cause to be delivered the following documents to the Owner Trustee and the Indenture Trustee:

  • Seller Closing Deliveries No later than 1 Business Day prior to the Closing Date, Seller shall deliver to Escrow Agent, each of the following items:

  • Conditions Precedent to the Closing Date The obligation of the Lenders to execute this Agreement and make any requested Loans on the Closing Date is subject to the prior satisfaction of each of the following conditions (unless waived in writing by Administrative Agent with the consent of the Lenders):

  • Deliveries at the Closing At the Closing:

  • Closing Deliveries by the Company At the Closing, the Company shall deliver or cause to be delivered to the Purchaser:

Time is Money Join Law Insider Premium to draft better contracts faster.