1.11 Owned Personal Property FMV. Within three (3) days of the date of this Agreement, Buyer and Sellers shall engage PYA to determine the current fair market value of the Owned Personal Property. The costs of such appraisal shall be shared equally by Buyer and Sellers. Buyer and Sellers agree that the value of any personal property leased to Sellers under the Hospital Lease or any operating lease shall not be included in the fair market value of the Owned Personal Property. Notwithstanding anything herein to the contrary, if the PYA appraisal determines that the current fair market value of the Owned Personal Property is (i) less than $1,540,000, then for purposes of calculating the Purchase Price pursuant to Section 1.5, the current fair market value of the Owned Personal Property shall be deemed to be $1,540,000, and (ii) greater than $1,940,000, then for purposes of calculating the Purchase Price pursuant to Section 1.5, the current fair market value of the Owned Personal Property shall be deemed to be $1,940,000. If the PYA appraisal referenced above determines that the current fair market value of the Owned Personal Property is less than $1,540,000, then Buyer may terminate this Agreement by written notice to Sellers delivered within ten (10) business days following Buyer’s receipt of the PYA appraisal.
2.1 Closing. Subject to the satisfaction or waiver by the appropriate party of all of the conditions precedent to Closing specified in Sections 7 and 8 hereof, the consummation of the transactions contemplated by and described in this Agreement (the “Closing”) shall take place on February 1, 2019, provided that if such conditions precedent are not satisfied by February 1, 2019, Closing shall occur on the earlier of (i) ten (10) days after all such conditions have been satisfied, or (ii) the first day of the first month after such conditions are met, or on such other date or at such other location as the parties may mutually designate in writing (the date of consummation is referred to herein as the “Closing Date”). The Closing shall be effective as of 12:00:01 a.m., local time, on the Closing Date, or such other time as the parties may mutually designate in writing (such time, the “Effective Time”).
Todays form D just raised $1.24 mil
