Time on the Closing Date Clause Samples

Time on the Closing Date. Buyer shall be granted full possession and title to the Purchased Assets as of the Closing Date.

Time on the Closing Date. Each employee of the Company who is offered employment by the Buyer shall be terminated by the Company effective as of 11:59 p.m. Eastern Time on the Closing Date and thereafter employed as a “new hire” by the Buyer. Each such employee hired by the Buyer is referred to herein as a “Transferred Employee.” Any employee of the Company who is not hired by the Buyer may remain an employee of the Seller and may be terminated by the Seller, in its discretion. Nothing contained herein shall be deemed to affect or to limit in any way the prerogative of the Buyer to terminate the employment of any Transferred Employee or to change, modify, suspend or terminate any term of employment (including, any compensation or benefit plan, policy, program or arrangement offered or provided by the Buyer to any Transferred Employee) or to create in, or grant to, any Transferred Employee any third-party beneficiary rights or claims, or any cause of action of any kind or nature.

Time on the Closing Date. For each full or partial day after the Closing Date that Seller has not received in its account the payment specified in Section 2.2, Buyer shall pay to Seller one (1) day's interest on the unpaid funds at the rate per annum equal to the "prime" lending rate of interest then in effect as listed by The Wall Street Journal.

Time on the Closing Date. If the Shareholders fail to so notify Subsidiary and Parent within such time period, then the Shareholders will be deemed to have fulfilled or waived all Condition(s) Precedent, and all rights of Com-Net and Shareholders to terminate this Merger Agreement pursuant to this Article IX will be null and void and of no further force or effect.

Time on the Closing Date. The delivery of the Shares to Buyer as provided in this Agreement is a condition to Buyer’s obligations under this Agreement, including its obligations to deliver the Purchase Price. Notwithstanding the foregoing, the parties may elect not to be physically present at a Closing session and effect the Closing through the exchange of documents by PDF files attached to e-mail, facsimile or other electronic transmission, with a subsequent delivery and exchange of original, manually signed documents.

Time on the Closing Date. If the Members fail to so notify Subsidiary and Parent within such time period, then the Members will be deemed to have fulfilled or waived all Condition(s) Precedent, and all rights of the Members to terminate this Agreement pursuant to this Article VII will be null and void and of no further force or effect.

Time on the Closing Date. All proceedings to be taken and all documents to be executed and delivered by all parties at the Closing will be deemed to have been taken and executed simultaneously and no proceedings will be deemed to have been taken nor documents executed or delivered until all have been taken, executed and delivered.

Time on the Closing Date. At the Closing, the parties shall execute and deliver the documents, agreements and instruments provided for under this Agreement.

Time on the Closing Date. The method for calculating the Estimated Purchase Price and the Purchase Price is set forth in Exhibit A hereto; for the avoidance of doubt, an example of the application of that method to Seller's balance sheet dated as of September 30, 2002 is set forth therein. The Estimated Purchase Price is subject to post-Closing adjustment as provided in Section 2(f). The Estimated Purchase Price, less the Primary Reserve Holdback as set forth in Section 2(h)(a) below and the Adjustments Reserve Holdback as set forth in Section 2(h)(b) below, shall be paid at Closing by Buyer's delivery of cash by wire transfer to one or more bank accounts, or otherwise, in accordance with the settlement statement executed and delivered by Seller to Buyer pursuant to Section 8(a)(xii) below.