Closing Date Transfers definition

Closing Date Transfers means one or more transfers by Parent on the Original Notes Issue Date of (x) the cash proceeds of term loans under the Senior Credit Facilities, (y) the term loans under the Senior Credit Facilities and the Existing Notes issued on the Original Notes Issue Date and (z) common stock of Parent to Windstream Services or an indirect wholly-owned Subsidiary of Windstream Services, in exchange for the contribution by Windstream Services or its Subsidiaries, pursuant to the Transfer Agreements, of certain of their assets to the Company or its Subsidiaries.

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Closing Date Transfers means one or more transfers by the Issuer on the Issue Date of (x) the cash proceeds of term loans under the Senior Credit Facilities, (y) the term loans under the Senior Credit Facilities, the Notes and the Unsecured Notes and (z) common stock of the Issuer to Windstream Services or an indirect wholly-owned Subsidiary of Windstream Services, in exchange for the contribution by Windstream Services or its Subsidiaries, pursuant to the Transfer Agreements, of certain of their assets to the Issuer or its Subsidiaries.

Closing Date Transfers means one or more transfers by Parent on the Existing Notes Issue Date of (x) the cash proceeds of term loans under the Senior Credit Facilities, (y) the term loans under the Senior Credit Facilities and the Existing Notes issued on the Existing Notes Issue Date and

Examples of Closing Date Transfers in a sentence

To the extent not satisfied as of the Closing Date, all conditions set forth in this paragraph 10 shall be deemed to have been waived following the delivery of the Closing Date Transfers; provided, however, the requirements of paragraph 10.a. shall never be waived.
Insurer acknowledges and agrees that, if the Closing Date Transfers occur, then, from and after the Commitment Agreement Date, Insurer bears any and all risks associated with each Transferred Asset.
By written notice to the other party on or before the fifth Business Day following the Closing Date, Company or Insurer may identify as an Ineligible Asset any asset that was transferred to Insurer as part of the Closing Date Transfers, and the parties will work in good faith for seven (7) Business Days following the receipt of such notice to agree on which, if any, assets constituting part of the Closing Date Transfers are Ineligible Assets.
Insurer will deposit the Closing Date Transfers into its general account that supports the Contract.
Contemporaneously with Prudential’s receipt of the Closing Date Transfers, the Company and Prudential will each duly execute the Contract and Prudential will issue and deliver to the Company the Contract (the “Contract Issuance”).
Subject to the Insurers’ receipt of the Closing Date Transfers on the Closing Date, each Insurer agrees to issue, effective as of the Closing Date, the applicable Contract as described in paragraph 2.
The delivery of the Closing Date Transfers (as defined in paragraph 3.a) to the Insurer (the “Closing”) will take place five (5) Business Days following the Commitment Agreement Date if on such date all of the conditions set forth in paragraph 11 have been satisfied or waived (the “Closing Date”).
By written notice to the other party on or before the fifth Business Day following the Closing Date, Council or an Insurer may identify as an Ineligible Asset any asset that was transferred to such Insurer as part of the applicable Closing Date Transfers, and such parties will work in good faith for seven (7) Business Days following the receipt of such notice to agree on which, if any, assets constituting part of the applicable Closing Date Transfers are Ineligible Assets.
On the terms and subject to the conditions set forth in paragraph 9, the consummation of the Closing Date Transfers and the Contract Issuance (collectively, the “Closing”) will take place on *** if on such date all of the conditions set forth in paragraph 9 have been satisfied or waived, or if the Closing does not occur on ***, then such later date that is one business day after the conditions set forth in paragraph 9 have been satisfied or waived (the “Closing Date”).
If any dispute with respect to any such information cannot be resolved on or prior to the Closing Date, Insurer’s determination will control for purposes of the Closing Date Transfers but Independent Fiduciary may direct the Plan Custodian to immediately commence an arbitration dispute with respect to any such information.

More Definitions of Closing Date Transfers

Closing Date Transfers. Equity assignments, transfers and contributions occurring on or immediately prior to the Closing Date which result in the Equityholders being the sole owners of the limited liability company membership interests in the Borrower and the USActive 56057294.10 Borrower being the sole owners of the limited liability company membership interests in each Guarantor.

Closing Date Transfers means one or more transfers by Parent on the Initial Notes Issue Date of (x) the cash proceeds of term loans under the Senior Credit Facilities, (y) the term loans under the Senior Credit Facilities and the Existing Notes issued on the Initial Notes Issue Date and (z) common stock of Parent to Windstream Services or an indirect wholly-owned Subsidiary of Windstream Services, in exchange for the

Closing Date Transfers is defined in paragraph 3.a.

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