Simultaneous Closing; Order of Closing Clause Samples

Simultaneous Closing; Order of Closing. All of the parties to this Agreement hereby agree that the closings of the Partners Share Exchange, the McDe▇▇▇▇▇ ▇▇▇re Exchange and the transactions contemplated by Sections 1, 2.02, 2.05 and 2.06 will each happen simultaneously with the Closing Time and that all of such transactions are contingent upon the occurrence of each other such transaction, the execution and delivery of the Underwriting Agreement, and the entering into by Fabricators of a revolving credit agreement with Hibernia Bank, N.A. and the replacement of all letters of credit guaranteed by McDermott or any affiliate thereof. For the purposes of this Agreement and the Transaction Agreements, these simultaneous closings will be deemed to have occurred in the following order: (i) the transactions contemplated by Sections 1.01, 1.03, 1.04 and 1.05; (ii) the Fabricators Amendment; (iii) the Partners Share Exchange; (iv) the McDe▇▇▇▇▇ ▇▇▇re Exchange; (v) the Closing Time; (vi) the transaction contemplated by Section 1.02; (vii) the transaction contemplated by Section 2.02; and (viii) the transaction contemplated by Section 2.05.
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Related to Simultaneous Closing; Order of Closing

  • Simultaneous Closing The Formation Transactions shall close simultaneously with the closing of the IPO and the receipt of the net proceeds of the IPO by the Company (the “Closing”). The date on which the Formation Transactions close shall be the “Closing Date.”

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

  • Buyer’s Closing Deliveries At the Closing, Buyer shall deliver or cause to be delivered the following:

  • Seller’s Closing Deliveries Seller shall have delivered to Purchaser the following at Closing: (a) the Assignment, the Bill ▇▇ Sale and other instruments of transfer to effectively assign, transfer and convey good and marketable title to the Purchased Assets as Purchaser shall reasonably request, in form and substance reasonably satisfactory to Purchaser; (b) copies of the Records which Purchaser may reasonably request; (c) a certified copy of Resolutions of the Board of Directors of Seller authorizing the execution, delivery and performance of this Agreement; (d) a certificate of good standing of Seller from the Secretary of State of Georgia; (e) evidence satisfactory to Purchaser that all Liens described on Schedule 5.3(a) herein have been removed or otherwise addressed to Purchaser's satisfaction; (f) a list of the Accounts Receivable from all Customers (Reports 18A and 19A) and a list of the Unearned Revenue (Report 17), each as of the last NRTC billing period ending prior to the Closing Date; (g) a certificate signed by Seller's president, dated the Closing Date, to the effect that the conditions set forth in this Article VIII have been satisfied; (h) an opinion of Jame▇ ▇. ▇▇▇▇, ▇▇., ▇▇q., counsel to Seller, in form and substance reasonably acceptable to Purchaser; (i) a certificate signed by Seller's president, dated the Closing Date, regarding the transfer of Seller's account at Huntington Bank; (j) a Noncompetition Agreement with Seller substantially in the form attached hereto as Schedule 8.9; and (k) such other documents and instruments as may be reasonably requested and satisfactory to Purchaser and its counsel in connection with Seller's satisfaction of each of its obligations hereunder.

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