Original Closing Date Sample Clauses
The 'Original Closing Date' clause defines the specific date on which the parties initially intend to complete the transaction or finalize the agreement. This date serves as a reference point for scheduling obligations, such as the delivery of documents, transfer of funds, or fulfillment of conditions precedent. By clearly establishing the original intended closing date, the clause helps coordinate the parties' actions and provides a baseline for measuring delays or extensions, thereby ensuring clarity and reducing the risk of disputes over timing.
Original Closing Date. The Original Closing Date shall have occurred on or before December 12, 2013.
Original Closing Date. The obligations of (a) the Lenders (including the Swingline Lenders) to make Loans and (b) any Issuing Bank to issue Letters of Credit or increase the stated amounts of Letters of Credit requested in each case to be made by them on the Original Closing Date was subject to the satisfaction of all of the conditions precedent set forth in Section 4.02 of the Original Credit Agreement.
Original Closing Date. The obligation of each Lender and, if applicable, each Issuing Bank to fund the initial Credit Extension requested to be made by it on the closing date of the Existing Credit Agreement was subject to the satisfaction of all of the conditions precedent set forth in Section 4.1 of the Existing Credit Agreement.
Original Closing Date. The obligations of the Lenders to make the initial Loans and of the Issuing Banks to issue Letters of Credit on the Original Closing Date were subject to the satisfaction of the following conditions which were satisfied or waived on or before the Original Closing Date:
(a) The Administrative Agent shall have received, on behalf of itself, the Lenders and the Issuing Banks, a favorable written opinion of (i) Shearman & Sterling, counsel for the Borrower, substantially to the effect set forth in Exhibit I-1 to the Original Credit Agreement, (ii) John M. Nanos, Senior Associate General Counsel of the Borrower, s▇▇▇▇▇▇▇▇▇▇▇▇ to the effect set forth in Exhibit I-2 to the Original Credit Agreement, and (iii) each local counsel listed on Schedule 4.02(a), substantially to the effect set forth in Exhibit I-3 to the Original Credit Agreement, in each case (A) dated the Original Closing Date, (B) addressed to the Issuing Banks, the Administrative Agent and the Lenders, and (C) covering such other matters relating to the Loan Documents and the Transactions as the Agents shall reasonably request, and the Company hereby requests such counsel to deliver such opinions.
(b) All legal matters incident to this Agreement, the Borrowings and extensions of credit hereunder and the other Loan Documents shall be satisfactory to the Lenders, to the Issuing Banks and to the Agents.
(c) The Administrative Agent shall have received (i) a copy of the certificate or articles of incorporation, including all amendments thereto, of each Loan Party, certified (to the extent relevant) as of a recent date by the Secretary of State of the state of its organization, and (to the extent possible) a certificate as to the good standing of each Loan Party as of a recent date, from such Secretary of State; (ii) a certificate of the Secretary or Assistant Secretary (or similar officer) of each Loan Party dated the Original Closing Date and certifying (A) that attached thereto is a true and complete copy of the by-laws or articles of association of such Loan Party as in effect on the Original Closing Date and at all times since a date prior to the date of the resolutions described in clause (B) below, (B) that attached thereto is a true and complete copy of resolutions duly adopted by the Board of Directors of such Loan Party authorizing the execution, delivery and performance of the Loan Documents to which such person is a party and, in the case of the Company, the borrowings hereunder, and that suc...
Original Closing Date. See Preamble.
Original Closing Date. December 19, 2008.
Original Closing Date. The closing of the acquisition and issuance of the Original Issuance Shares (the "Original Closing") shall be held at 4:00 p.m. Pacific time on the Effective Date (as defined in the License Agreement) of the License Agreement (the "Original Closing Date") subject to the satisfaction or waiver of the conditions set forth in Sections 6.1 and 6.2, or at such other time or date as the Company and Genentech may agree orally or in writing.
Original Closing Date. The day which is the one hundred fiftieth (150th) day after the Effective Date.
Original Closing Date. May 23, 1996. outstanding. With respect to the Loans, the aggregate unpaid principal thereof as of any date of determination. Owned Real Estate. See
Original Closing Date. Except as provided in Section 9.2.1, the Closing for the sale and purchase of the Property, shall, unless another date and/or place is agreed to in writing by the parties hereto, take place at the Title Company ("Escrow"), on the date ("Closing Date" or "Close of Escrow" or "Closing") which is not later than 30 days after the end of the Inspection Period, or earlier at Purchaser's election. All proceedings to take place at the Closing shall take place simultaneously, and no delivery shall be considered to have been made until all such proceedings have been completed. Upon completion of the Closing, Purchaser shall immediately be entitled to actual and be charged with constructive possession of the Property, and all risk of loss with regard thereto shall pass to Purchaser. If the Closing does not take place on or before 30 days after the end of the Inspection Period or the extended Closing Date under Section 9.1.2, then this Agreement shall become null and void, at the election of the Seller, and the ▇▇▇▇▇▇▇ Money Deposit together with interest thereon shall be delivered to Seller.