Closing of Exchange. Subject to the satisfaction of the conditions set forth in Article VII, the consummation of the Exchange and the other transactions contemplated by this Agreement (the “Closing”) shall take place on a date within three (3) Business Days following the date of satisfaction of all conditions to Closing or waiver thereof by the applicable Party; or if the Parties mutually agree in writing on a different date, the date upon which they have mutually agreed, at 10:00 A.M., local time, at the offices of XxXxxxxxx Will & Xxxxx LLP, 000 Xxxxxx xx xxx Xxxxxxxx, Xxxxx 0000, Xxxxx, Xxxxxxx 00000, or such other place to which the Parties may agree in writing (the applicable date being the “Closing Date”).
Closing of Exchange. The closing of the Exchange will take place at the time and place as the Member Representative and the Company shall mutually agree upon; provided, that the date of closing will be within 10 days following the effective date of the Exchange as determined pursuant to Section 2 of this Agreement. At the closing, each of the Holders will deliver to the Company documents of transfer in form and substance reasonably acceptable to the Company and its counsel, necessary to vest in the Company good and marketable title to the FX Shares so exchanged by the Holder, free and clear of any and all liens and rights of third parties, other than those imposed under or pursuant to this Agreement, the Contribution Agreement, against delivery by the Company to the Holders of certificates representing the Exchange Shares in the names and denominations specified by the Holders prior to the closing.
Closing of Exchange. Simultaneously with the Exchange by Buyer of the Purchased Principal for a Convertible Note, the Company shall notify the Trustee of such Exchange and the principal balance of the Notes shall be reduced by an amount equal to Purchased Principal.
Closing of Exchange. CSRV shall not refuse to effect the transactions contemplated by this Agreement if, on or before the Closing Date, all the conditions precedent to their obligations to effect the transactions contemplated by this Agreement under Sections 12, 13, and 14 hereof have been satisfied or, in its sole discretion, been waived by it.
Closing of Exchange. Upon the signature of this Agreement, Oak Harbor shall surrender the Old Oak Harbor Notes to the Company for cancellation, and the Company shall issue the New Oak Harbor Note to Oak Harbor.
Closing of Exchange. Uniloc shall not refuse to effect the Exchange if, on or before the Closing Date, all the conditions precedent to their obligations to effect the Exchange have been satisfied or, in their sole discretion, been waived by them.
Closing of Exchange. 5 Section 3.4. Harken's Cash Option . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Closing of Exchange. The closing and consummation of any Exchange by an Investor pursuant to this Article III shall occur not later than three Business Days following the Exchange Date of such Exchange. At such closing, such Investor shall
Closing of Exchange. The closing and consummation of any Exchange pursuant to this Article IV shall occur not later than three Business Days following the Exchange Date of such Exchange. At such closing, all Investors who have not previously elected to make an Exchange pursuant to Article III shall transfer and deliver all their Company Shares to Harken, and as soon as possible after such closing (but in any event not later than 30 days after such closing) Harken shall issue and deliver to such Investors the number of Harken Shares or pay or cause to be paid to such Investors the amount of cash required for such Exchange pursuant to Section 4.2 or 4.3. Harken's cash payment shall be made by wire transfer in immediately available funds to a bank account or accounts designated by Investors.
Closing of Exchange. Retek and the Retek Shareholders shall not refuse to effect the Exchange if, on or before the Closing Date, all the conditions precedent to their obligations to effect the Exchange under Section 8 hereof have been satisfied or, in their sole discretion, been waived by them.
