Closing Arrangements definition

Closing Arrangements means those matters set out in Schedule A;
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Examples of Closing Arrangements in a sentence

  • Between the execution of this Agreement and Closing, the Parties shall take all actions and do all things necessary in order to implement the Closing Arrangements set forth in Exhibit J attached hereto, including taking all actions within their respective power so that HTCC gives effect to the closing arrangements contemplated therein.

  • Pre-Closing Covenants.................................................7 (a) Cooperation Prior to Closing 7 (b) Seller to Refrain from Taking or to Undertake Certain Actions 7 (c) Closing Arrangements for Shares, Unsecured Notes and Warrants 7 (d) Seller to Use Reasonable Best Efforts on Warrants 8 8.

  • Pre-Closing Covenants.................................................7 (a) Cooperation Prior to Closing 7 (b) Seller to Refrain from Taking or to Undertake Certain Actions 7 (c) Closing Arrangements for Shares, Unsecured Notes and Warrants 8 (d) Seller to Use Reasonable Best Efforts on Warrants 8 8.

  • On Closing, the Seller and the Purchaser shall have delivered or performed (or ensured that there is delivered or performed) all those documents, items and actions listed in relation to that Party or any of its Affiliates (as the case may be) in Schedule 2 (Closing Arrangements).

  • Prior to the Effective Date of this TRA and the Closing Arrangements, defined below, the equity in Company was owned by Parent, Camelot, the Class B Unit Holders, ▇▇▇▇▇▇, and Alaris USA Inc.

  • Any outstanding receivable, payable and other intercompany transaction, arrangement or contract between Owners or any of their Affiliates, on the one hand, and any Owner Entity, on the other hand, will be satisfied or terminated prior to Closing ("Arrangements with Affiliates").

  • For the purposes of this Clause 7.3, a Material Obligation is: (i) in respect of the Seller, those obligations set out in paragraphs 1(b) and 1(c) of Part A of Schedule 5 (Closing Arrangements) and all of Part C of Schedule 5 (Closing Arrangements); and (ii) in respect of the Purchaser, the obligations set out in paragraph 1(e) of Part B of Schedule 5 (Closing Arrangements) and all of Part C of Schedule 5 (Closing Arrangements).

  • It is the parties’ intention that the Alternative Closing Arrangements, if elected by Buyer, would go in place no sooner than June 30, 2013, but that Buyer may elect to cause such arrangements to be effective at any time from and after June 30, 2013.

  • For the purposes of this Clause 7.3, a Material Obligation is: (i) in respect of the Seller, the obligation set out in paragraphs 2(a), (g), (h) and 4 of Part A of Schedule 6 (Closing Arrangements); and (ii) in respect of the Purchaser, those obligations set out in paragraphs 1(a) and 1(e) of Part B of Schedule 6 (Closing Arrangements).

  • All documents and items delivered at Closing pursuant to this Schedule 4 (Closing Arrangements) shall be held by the recipient to the order of the person delivering the same until such time as Closing shall be deemed to have taken place.

Related to Closing Arrangements

  • Continuing Arrangements means those arrangements set forth on Schedule 1.1(24) and such other commercial arrangements among the Parties that are intended to survive and continue following the Effective Time; provided, however, that for the avoidance of doubt, Continuing Arrangements shall not be Third Party Agreements.

  • Financing Arrangements means the arrangements between the Borrower and the State as per current policy of the Borrower, and acceptable to ADB;

  • Tax Sharing Arrangement means any written or unwritten agreement or arrangement for the allocation or payment of Tax liabilities or payment for Tax benefits with respect to a consolidated, combined or unitary Tax Return which includes the Company.

  • closing agreement as described in Section 7121 of the Code (or any corresponding or similar provision of state, local or foreign income Tax law) executed on or prior to the Closing Date; (iii) installment sale or open transaction disposition made on or prior to the Closing Date; or (iv) prepaid amount received on or prior to the Closing Date;

  • Interconnection arrangements means arrangements governing the physical connection of two or more networks to allow the use of another's network to hand off traffic where it is ultimately delivered (e.g., connection of a customer of telephone provider A to a customer of telephone company B) or sharing data and other information resources.