Completion Events. After confirmation by the Notary that the Purchase Price has been received in the Notary's Account, the following shall occur on the Completion Date (to the extent not duly completed prior to the Completion Date), in the order stated in this Clause 5.3:
Completion Events. On Completion, the Sellers and the Purchaser shall comply with their respective obligations specified in Schedule 3. The completion of the sale and purchase of the Shares shall take place contemporaneously and nothing in this Agreement shall oblige the Parties to complete the sale and purchase of the S Xxxxxxx Shares if the completion of the sale and purchase of the International Cuisine Shares does not take place at the same time (and vice versa).
Completion Events. 6.2.1 On each of Japan Completion and General Completion, the relevant parties shall comply with their respective obligations specified in Parts A, B and/or C of Schedule 4.
Completion Events. (a) If the matters described on Exhibit R-1 are not completed prior to the Closing Date, Transferors can elect, in its sole discretion, as follows: (i) to provide Buyer with a credit to the Allocated Price for such Property (if a credit amount is specified on Exhibit R-1 then in the amount of the credit); (ii) if Transferors have entered into a fixed price contract for each of such matters, to provide Buyer with a credit to the Allocated Price for such Property 37 41 equal to the difference between such fixed price and the substantiated amounts paid by Transferors to the contractor under such contract; or (iii) if (i) and (ii) do not apply, notify Buyer of Transferors' intent to submit to arbitration pursuant to Section 7.5 below the determination of an appropriate credit based on the portion of such matters to be completed after the closing, in which event the closing shall not be delayed but Transferors shall credit to Buyer at closing the amount that Transferors believe in good faith is appropriate; provided, that the parties shall endeavor for thirty (30) days after closing to reach a mutually acceptable credit prior to submitting such matter to arbitration and that if it is determined pursuant to such arbitration that Buyer should have received a larger credit at closing, then Transferors shall pay to Buyer the amount of such difference, together with interest at nine percent (9%) per annum, from the Closing Date for such Property to the date of payment of such difference. Except as otherwise expressly provided in this Section 6.9, in no event shall a closing be delayed as a result of the application of this Section 6.9.
Completion Events. At Completion, the Seller and the Purchaser shall comply with their respective obligations as specified in Schedule 2 in full.
Completion Events. On Completion the parties shall procure that the Deeds of Adherence, each Local Agreement and other documents referred to in Part 1 of Schedule 6 are entered into and that the events set out in Part 1 of Schedule 6 for which they are respectively responsible shall take place, provided that the Sellers and the Purchasers in respect of Operations in the following countries: Brazil, Canada, Czech Republic, Hungary, Japan, Poland, Singapore and the US shall not be required to execute a Deed of Adherence. Neither party (treating for this purpose Winterthur and each of the other Sellers as a single party and XL Insurance and each of the Purchasers as a single party) shall be obliged to proceed to Completion unless the other party is (save as set out below) simultaneously ready and able to proceed to Completion. XL Insurance shall not be obliged to purchase some only of the Shares or the Business Assets comprised in a Transfer of Operations and neither party shall be obliged to proceed to Completion unless the other party is simultaneously ready and able to proceed to Completion in respect of the Key Operations.
Completion Events. On Completion and any Subsequent Completion, the parties shall procure that the events set out in Part 2 of Schedule 6 (to the extent applicable) and the Subsidiary Agreements with respect to Completion or Subsequent Completion for which they (or a Relevant Seller or Relevant Purchaser) are respectively responsible shall take place. Either party may waive the Completion or Subsequent Completion obligations of the other party as set out in Part 2 of Schedule 6 or in the Subsidiary Agreements.
Completion Events. At Completion:
Completion Events. 6.2.1 On each Completion Date, the parties shall comply with their respective obligations specified in Schedule 9 in relation to the Group Companies which are the subject of such Completion.
Completion Events. (a) With respect to the Property described on Exhibit R attached hereto, on or before the closing, Transferors shall trigger Carl's Junior's right to exercise its purchase option and concurrently therewith Transferors shall use commercially reasonable efforts, but at no out of pocket cost to Transferors, to either (i) cause the Title Company to insure over any exception for Carl's Junior's purchase option to acquire such Property pursuant to an endorsement or other affirmative coverage in form reasonably satisfactory to Buyer or (ii) obtain a waiver of such right from Carl's Junior in form reasonably acceptable to the Buyer. If, by the closing, Transferors are unable to obtain either (i) or (ii) or Carl's Junior exercises its purchase option and closes on such purchase, then such Property shall be treated as a Deleted Property; provided, that if Carl's Junior has not exercised its purchase option and closed on such purchase, Transferors shall be entitled to defer the closing for such Property for a period of up to one (1) year to allow Transferors to deliver title to such Property unencumbered by such purchase option, in which event (i) the Price payable on the Closing Date applicable to all other Properties shall be reduced by the Allocated Price of such Property, and (ii) an amount equal to five percent (5%) of the Allocated Price for such Property shall be retained by Title Company as a continuing Deposit subject to disposition in accordance with Section 5.1 above as to such Property.
