Delays in Closing Sample Clauses

The "Delays in Closing" clause defines the procedures and consequences if the scheduled closing date of a transaction is postponed. Typically, this clause outlines the circumstances under which a delay is permitted, such as regulatory approvals or unmet conditions, and may specify remedies like payment of interest, extension fees, or even termination rights if delays exceed a certain period. Its core function is to manage expectations and responsibilities in the event of a delay, thereby reducing uncertainty and protecting both parties from undue risk or loss.
Delays in Closing. Section 6.4.2 of the Lease Agreement is hereby deleted and the following is inserted in its place:
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Delays in Closing. The Closing shall occur on April1, 1998. Lessee shall have no right to close the purchase of the Property absent simultaneously closing the purchase of (I) the land and improvements covered by the second building lease between Petula Associates, Ltd. and Koll Woodside Associate▇, ▇e▇▇▇▇▇-▇▇-common, doing business as KC Woodside ("W▇▇▇▇▇▇▇"), ▇▇ ▇▇▇▇▇r, and Lessee, as lessee, dated May 8, 1987, as amended by letter dated January 12, 1988, Addendum of 1987 (undated) and amendments dated July 28, 1988, September 13, 1991, December 2, 1992, April 5, 1993, September 30, 1997 and of even date with this Amendment (collectively, the "Second Lease") and (ii) the land and improvements covered by the fourth building lease between Woodside, as lessor, and Lessee dated July 28, 1989, as amended by amendments dated September 13, 1991, August 13, 1992, December 2, 1992, April 5, 1993, September 30, 1997 and of even date with this Amendment (collectively, the "Fourth Lease"). Any failure by Lessee to close the purchase of the land and improvements covered by the second Lease and Fourth Lease on April 1, 1998 shall be deemed a rescission of the exercise of the Option to Purchase the Property pursuant to Section 6."
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Delays in Closing. The Closing shall occur on April 1, 1998. LESSEE shall have no right to Close the purchase of the Property absent simultaneously closing of the purchase of the land and improvements covered by the Second Lease. Any failure by LESSEE to close the purchase of the land and improvements covered by the Second Lease on April 1, 1998 shall be deemed a rescission of the exercise of the Option to Purchase the Property pursuant to Section 6.8 below.
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Delays in Closing. The Closing shall occur on June 1, 1999.
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Delays in Closing. If the completion of the Unit or the condominium project is delayed by reason of strikes, walkouts, lockouts or other labour disputes in the construction industry or allied trades, unexpected contingencies such as inclement weather, delays in receiving product/materials, international/domestic shipping delays, delays resulting from the lawful requirement in the Municipality or other paramount authority, delays incidental to the installation of public utilities or public utility easements or municipal easements, acts of God, fire or other causes reasonably beyond the ability of the Vendor to foresee or control, then the Vendor shall be allowed a period of grace of one hundred and eighty (180) days following the Closing Date to substantially complete the Unit; but if in the sole discretion of the Vendor, completion of the Unit is not possible within such period of grace, the Vendor may cancel this Agreement and all deposit moneys shall be returned to the Purchaser without interest or penalty and without liability to the Vendor for any expenses incurred or damages sustained by the Purchaser. Notwithstanding the foregoing, the Vendor covenants to use all reasonable exertion and skill to meet the aforesaid completion date. If the Vendor should decide to make use of the aforesaid grace period, the Closing Date shall be delayed accordingly. The Vendor shall not be responsible for any costs incurred by the Purchaser including changes in the interest rate which the Purchaser has been committed by their lending institution.
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Related to Delays in Closing

  • The Merger Closing (a) As soon as reasonably practicable on the Closing Date, the Company and Merger Subsidiary shall execute and file articles of merger with the Department of Financial Institutions of the State of Wisconsin and make all other filings or recordings required by the WBCL to be made in connection with the Merger. The Merger shall become effective at such time as the articles of merger are duly filed with the Department of Financial Institutions of the State of Wisconsin or, if agreed to by the Company and Parent, at such later time as is specified in the articles of merger (the "Effective Time"). (b) Upon the terms and subject to the conditions set forth herein, at the Effective Time, Merger Subsidiary shall be merged with and into the Company in accordance with the requirements of the WBCL, whereupon the separate existence of Merger Subsidiary shall cease. The Company shall be the surviving corporation in the Merger (the "Surviving Corporation"). (c) The Merger will have the effects set forth in the WBCL, including the effects set forth in Section 180.1106 of the WBCL. Without limiting the generality of the foregoing, and subject thereto, from and after the Effective Time, the Surviving Corporation shall possess all the rights, privileges, immunities, powers and purposes and shall assume and be liable for all the liabilities, obligations and penalties of the Company and Merger Subsidiary. (d) The closing of the transactions contemplated hereby (the "Closing") shall take place at the offices of Skadden, Arps, Slate, ▇▇▇▇▇▇▇ & ▇▇▇▇ LLP, Four Times Square, New York, New York 10036-6522, at 10:00 a.m. local time, as soon as reasonably practicable, but in any event within two (2) Business Days after the satisfaction or, to the extent permitted hereby, waiver of all of the conditions to the Merger, other than those conditions that by their nature are to be fulfilled at Closing, but subject to the satisfaction or waiver of such conditions, unless this Agreement has been heretofore terminated pursuant to its terms or another time or date is agreed to in writing by the parties hereto (the actual time and date of the Closing being referred to herein as the "Closing Date").

  • Merger Closing At the Merger Closing, the following transactions shall occur, all of such transactions being deemed to occur simultaneously: (a) Boxing shall deliver, or cause to be delivered, to the Acquiror and Newco, the following documents and shall take the following actions: (i) A certificate of the President and Secretary of Boxing certifying to the continuing validity in all respects of the certificates delivered pursuant to Section 2.2(a)(i), (ii), (iii), (iv) and (v) as if such certificates had been delivered, and the statements contained therein made, on the Merger Closing Date with respect to the Merger; (ii) Boxing shall cause to be filed with the Secretary of State of the State of Delaware the Certificate of Merger with such amendments thereto as the parties hereto shall deem mutually acceptable; and (iii) Such other documents and agreements as reasonably requested by Acquiror and Newco to effectively consummate the transactions contemplated under this Agreement. (b) Acquiror and Newco will deliver, or shall cause to be delivered, to Boxing and the Stockholders, the following documents and shall take the following actions: (i) A certificate or certificates representing each Stockholder's allocable portion of the Series C Stock comprising the Merger Consideration; (ii) A certificate executed by an authorized officer of Acquiror certifying to the continuing validity in all respects of the certificates delivered pursuant to Section 2.2(b)(iii), (iv), (v), (vi), (vii), (viii) as if such certificates had been delivered, and the statements contained therein made, on the Merger Closing Date with respect to the Merger; (iii) A certificate shall be executed by an authorized officer of Acquiror attesting to the fact that: (A) the Acquiror Financing has been consummated, Acquiror has received at least 87% of the gross of such financing; and (B) Net Cash On Hand (as defined herein) shall be at least $1,885,000 less any amounts advanced to Boxing or CKP with respect to the Bridge Loan; (iv) Each of the officers and directors of Acquiror shall have tendered their resignation in form and substance satisfactory to Boxing and there shall not be any continuing obligation, financial or otherwise, to such persons except as set forth on Schedule 4.2(o); (v) Acquiror shall pay the Severance Payments (as defined herein); and (vi) Such other documents and agreements as reasonably requested by Boxing or the Stockholders to effectively consummate the transactions contemplated under this Agreement.

  • Option Closing To the extent the Option is exercised, delivery of the Option Securities against payment by the Underwriters (in the manner and at the location specified above) shall take place at the time and date (which may be the Closing Date, but not earlier than the Closing Date) specified in the Option Notice.

  • Prior to Closing Seller shall deliver to Buyer a list of employees of the Stations that Seller does not intend to retain after Closing. Buyer may interview and elect to hire such listed employees, but not any other employees of Seller. Buyer is obligated to hire only those employees that are under employment contracts (and assume Seller's obligations and liabilities under such employment contracts) which are included in the Station Contracts. With respect to employees hired by Buyer ("Transferred Employees"), to the extent permitted by law Seller shall provide Buyer access to its personnel records and such other information as Buyer may reasonably request prior to Closing. With respect to such hired employees, Seller shall be responsible for the payment of all compensation and accrued employee benefits payable by it until Closing and thereafter Buyer shall be responsible for all such obligations payable by it. Buyer shall cause all employees it hires to be eligible to participate in its "employee welfare benefit plans" and "employee pension benefit plans" (as defined in Section 3(l) and 3(2) of ERISA, respectively) in which similarly situated employees are generally eligible to participate; provided, however, that all such employees and their spouses and dependents shall be eligible for coverage immediately after Closing (and shall not be excluded from coverage on account of any pre-existing condition) to the extent provided under such plans. For purposes of any length of service requirements, waiting periods, vesting periods or differential benefits based on length of service in any such plan for which such employees may be eligible after Closing, Buyer shall ensure that service with Seller shall be deemed to have been service with the Buyer. In addition, Buyer shall ensure that each such employee receives credit under any welfare benefit plan of Buyer for any deductibles or co- payments paid by such employees and dependents for the current plan year under a plan maintained by Seller. Notwithstanding any other provision contained herein, Buyer shall grant credit to each such employee for all unused sick leave accrued as of Closing as an employee of Seller. Notwithstanding any other provision contained herein, Buyer shall assume and discharge Seller's liabilities for the payment of all unused vacation leave accrued by such employees as of Closing.

  • Time of Closing The closing of the Loan shall take place on execution of this Loan Agreement.