The Closing and the Closing Date Clause Samples

The Closing and the Closing Date. Section 2.01. Time and Place of the Closing Date and Effective Time. Section 2.02. Actions to be Taken at the Closing by PCCI Section 2.03. Actions to be Taken at the Closing by PCBC

The Closing and the Closing Date. The purchase of the Property contemplated by the terms and conditions of this Agreement shall be consummated at the Closing to be held in the offices of the Title Company on the Closing Date. In the event the Closing Date specified is not a business day, the Closing shall be held on the business day next following such date.

The Closing and the Closing Date. The closing (the "Closing") shall be held at the offices of Wildman, Harrold, Allen & Dixon at 10:00 a.m., wit▇▇▇ ▇ive (▇) days following the execution of this Agreement (the "Closing Date"). At the Closing and on the Closing Date, the Stockholders executing the Agreement shall deliver all of their common shares of Mediatech owned by them. At the Closing and on the Closing Date, the Stockholders shall receive in exchange for their shares of Mediatech, their pro rata portion of the consideration as described in Section 1.1, including the cash, Promissory Note, and shares of Acquiror's Common Stock. Mediatech shall become a substantially owned subsidiary of Acquiror.

The Closing and the Closing Date. (a) The consummation of the Transactions contemplated by this Agreement (the “Closing”) shall be conducted telephonically and through the mutual exchange via e-mail or other electronic means of executed copies of this Agreement and the Transaction Documents on January 1, 2025, effective at 12:01 AM provided all of the conditions to Closing set forth in Article 6 have been satisfied or waived, or on such other date as the Parties may agree; provided, however, that the Closing shall occur on the first day of a calendar month after the end of a calendar quarter (the “Closing Date”). For clarification, if all the conditions to Closing set forth in Article 6 have been satisfied or waived, the Closing shall occur on January 1, 2025, effective at 12:01 a.m. (b) At the Closing, Badger shall deliver to Rural: (i) A certificate of the Secretary of Badger attesting to the adoption and continuing effectiveness of each resolution adopted by ▇▇▇▇▇▇’▇ Board of Directors: (1) approving and adopting this Agreement and the other Transaction Documents; (2) authorizing consummation of the transactions contemplated by this Agreement and the Transaction Documents; and (3) adopting the Amended and Restated Bylaws of Badger, as well as certifying that all of the conditions in Section 6.2 have been met. (ii) The following documents duly executed by ▇▇▇▇▇▇: (1) the Reinsurance Agreement; and (2) the Management Agreement. (▇▇▇) ▇▇▇▇ executed copies of the following: (1) Director Resignations, effective as of the Closing, of each director on ▇▇▇▇▇▇’▇ Board of Directors who is not listed as Badger-Appointed Director in Exhibit B, Part (ii); and

The Closing and the Closing Date. The closing of the transactions contemplated by this Agreement (the "Closing") shall take place at the offices of Johnston, Barton, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇ in Birmingham, Alabama, commencing at 9:00 A.M. on the third business day following the satisfaction or waiver of all conditions to the obligations of the Parties to the Closing set forth in Section 6 hereof, including all necessary regulatory approvals, other than conditions with respect to actions the respective Parties will take at the Closing itself or thereafter, or such earlier or later date as Buyer and Seller may mutually agree (the "Closing Date").

The Closing and the Closing Date. The Closing of transactions herein contemplated (the "Closing") shall occur on the date hereof effective at the close of business (the "Closing Date"). The Closing shall take place by providing copies of each of the documents necessary for Closing by facsimile, with originals of each Closing document delivered to the respective parties promptly after Closing. On the Closing Date, the Parties shall deliver all documents and items contemplated hereunder, including those specifically set forth in Article 6 hereof.

The Closing and the Closing Date. Section 2.01 Time and Place of the Closing and Closing Date. On a date determined by EuroBancshares (herein called the "Closing Date"), which date shall be within five (5) business days after the receipt of all necessary regulatory, corporate and other approvals and the expiration of any mandatory waiting periods (unless extended as provided below), a meeting (the "Closing") will take place at which the parties to this Agreement will exchange certificates, letters and other documents in order to determine whether all of the conditions set forth in ARTICLE VII and ARTICLE VIII of this Agreement have been satisfied or waived or whether any condition exists that would permit a party to this Agreement to terminate this Agreement. Notwithstanding the preceding sentence, the parties hereto may agree to extend the Closing Date to take place on the first business day following the last day of the month following the satisfaction of the conditions set forth above. If no such condition then exists or if no party elects to exercise any right it may have to terminate this Agreement, then and thereupon the appropriate parties shall execute such documents and instruments as may be necessary or appropriate in order to effect the transactions contemplated by this Agreement. The Closing shall take place at a location mutually agreeable to the parties hereto. Section 2.02 Actions to be Taken at the Closing by B&T. At the Closing, B&T shall execute and acknowledge (where appropriate) and deliver to EuroBancshares and Eurobank, such documents and certificates necessary to carry out the terms and provisions of this Agreement, including without limitation, the following (all of such actions constituting conditions precedent to EuroBancshares' and Eurobank's obligations to close hereunder): A. True, correct and complete copies of the Certificate of Incorporation of B&T and all amendments thereto, duly certified as of a recent date by the Puerto Rico Office of the Commissioner of Financial Institutions ("OCFI"); B. Good standing and existence certificates of a recent date, issued by the appropriate officials of the Commonwealth, duly certifying as to the existence and good standing of B&T in the Commonwealth and all other jurisdictions where it is qualified to do business; C. A certificate, dated as of a recent date, issued by the Federal Deposit Insurance Corporation (the "FDIC "), duly certifying that the deposits of B&T are insured by the FDIC pursuant to the Federal Deposit I...

The Closing and the Closing Date. The closing (the "Closing") shall be held at ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇, ▇▇▇ ▇▇▇▇▇, ▇▇. ▇▇▇▇▇, at 10:00 a.m. on June 15, 1999 (the "Closing Date.") At the Closing, the parties to this Agreement will transfer certificates and exchange other instruments and documents in order to determine whether the terms and conditions of this Agreement have been satisfied. Upon the determination of each party that its conditions to consummate the Transaction have been satisfied or waived, the Seller shall deliver to the Purchaser all instruments or documents required for the transfer of substantially all of the Seller's assets, subject to the liabilities assumed in this Agreement, to the Purchaser, and the Consideration, one million (1,000,000) shares of the Common Stock of the Purchaser, shall be delivered to the Seller.

The Closing and the Closing Date. The execution and delivery of this Agreement and the instruments, certificates and other documents required hereunder (the "Closing") shall take place at the offices of Seller at ▇▇ ▇. ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ within three (3) business days of the date on which the Sale Order is entered, or at such other time and day or other location as may be mutually agreed by Purchaser and Seller. The date and time of such execution and delivery is herein called the "Closing Date". On the Closing Date, certificates representing the Shares shall remain in Green Tree's possession (although actual title thereto shall pass to the Purchaser), and the minute books, stock certificate books, corporate seals and other corporate books, records, data and papers of the Company shall be delivered by Seller to Purchaser against delivery of the Purchase Price pursuant to Section 2 hereof.