Common use of Date and location Clause in Contracts

Date and location. The closing of the transactions provided for in this Agreement (the "Closing") shall be held at the offices of Dickstein, Shapiro, ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇, LLP, ▇▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇, or at such other place mutually agreed to by the parties, commencing at 10:00 a.m. on a date (the "Closing Date") selected by Buyer which shall be within ten (10) business days after the date on which the FCC order (the "Order") approving the assignment of the FCC Licenses from Seller to Buyer becomes a "Final Order" (which, for purposes of this Agreement, means that the Order has not been stayed, is not subject to reconsideration or review by the FCC or a court of competent jurisdiction, and the time to institute such administrative or judicial review has expired): provided, that the parties shall not be obligated to proceed to Closing if (1) the Order includes conditions materially adverse to Buyer or Seller; or (2) the conditions precedent to Closing have not been satisfied or waived; and provided further, that the Closing shall be held at a date set by Buyer within ten (10) business days after issuance of the FCC Order if no petition to deny or other challenge has been filed against the Application, as defined in Section 4.5 of this Agreement.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Acme Intermediate Holdings LLC), Asset Purchase Agreement (Acme Television LLC)

Date and location. The closing of the transactions provided for in this Agreement (the "Closing") shall be held at the offices of Dickstein, Shapiro, Dick▇▇▇▇▇ & ▇▇▇p▇▇▇ ▇▇▇i▇ & ▇shi▇▇▇▇ ▇▇▇, LLP, ▇▇▇▇ 2101 ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇, or ▇▇ at such other place mutually agreed to by the parties, commencing at 10:00 a.m. on a date (the "Closing Date") selected by Buyer which shall be within ten (10) business days after the date on which the FCC order (the "Order") approving the assignment of the FCC Licenses from Seller to Buyer transaction contemplated hereby becomes a "Final Order" (which, for purposes of this Agreement, means that the Order has not been stayed, is not subject to reconsideration or review by the FCC or a court of competent jurisdiction, and the time to institute such administrative or judicial review has expired): provided, that the parties shall not be obligated to proceed to Closing if (1) the Order includes conditions materially adverse to Buyer or Seller; Sellers or (2) the conditions precedent to Closing have not been satisfied or waived; and provided further, that Buyer shall have the unilateral right to waive the condition that Closing not occur until after the Order has become a Final Order and, if Buyer does waive that condition, the Closing shall be held at a date set by Buyer occur within ten give (105) business days after issuance Buyer provides Sellers with notice of the FCC Order if no petition to deny or other challenge has been filed against the Application, as defined in Section 4.5 of this Agreementsuch waiver.

Appears in 1 contract

Sources: Membership Purchase Agreement (Acme Intermediate Holdings LLC)

Date and location. The closing of the transactions provided for in this Agreement (the "Closing") shall be held at the offices of Dickstein, Shapiro, ▇▇▇▇Mori▇ & ▇▇▇▇shi▇▇▇▇, LLP, ▇▇▇▇ P, 2101 ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇, or ▇▇ at such other place mutually agreed to by the parties, commencing at 10:00 a.m. on a date (the "Closing Date") selected by Buyer which shall be within ten (10) business days after the date on which the FCC order (the "Order") approving the assignment of the FCC Licenses from Seller to Buyer becomes a "Final Order" (which, for purposes of this Agreement, means that the Order has not been stayed, is not subject to reconsideration or review by the FCC or a court of competent jurisdiction, and the time to institute such administrative or judicial review has expired): provided, that the parties shall not be obligated to proceed to Closing if (1) the Order includes conditions materially adverse to Buyer or Seller; or (2) the conditions precedent to Closing have not been satisfied or waived; and provided further, that Buyer shall have the right to require that the Closing shall be held at before the Order becomes a date set by Buyer within ten (10) business days after issuance of the FCC Final Order if no petition to deny or other challenge has been filed against the Application, as defined in Section 4.5 of this Agreement.

Appears in 1 contract

Sources: Asset Purchase Agreement (Acme Intermediate Holdings LLC)