Conditions for Completion. 4.1 Both parties complete all procedures as set out in the agreement, and 80% of the equity interest of the Target Company is transferred to Party B.
Conditions for Completion. Closing of the Offering is conditional upon (i) necessary corporate resolutions approving the same being passed by the Company's board of directors; (ii) permission from the Bermuda Monetary Authority for the issuance of the Offer Shares; and (iii) to the extent required, the receipt of a Ministerial direction that the prospectus provisions of the Companies Xxx 0000 of Bermuda will not apply to the Offering. The Company and the Managers reserve the right, at any time and for any reason, to cancel and/or modify the terms of the Offering. Neither the Managers nor the Company will be liable for any losses incurred by applicants if the Offering is cancelled, irrespective of the reason for such cancellation. Application procedure: The application period is currently planned to run from and including 09:00 hours CET on 22 May 2019 to and including 18:00 hours CET on 23 May 2019 (the “Application Period”). The Company may, at its own discretion, extend or shorten the Application Period at any time and for any reason. If the Application Period is shortened or extended, the other dates referred to herein shall be amended accordingly. By executing this Application Agreement, or by placing an application by taped phone as further described below, the undersigned Applicant irrevocably confirms the Applicant’s request to subscribe for the number of Offer Shares specified by such Applicant at the Subscription Price and otherwise on the terms and conditions included in the Offering Material. The Applicant irrevocably authorizes and instructs the Managers or their appointed representatives, each acting alone, to subscribe for the number of Offer Shares allocated to the Applicant in the Offering (the “Allocated Shares”) on behalf of the Applicant, and to take all such other actions deemed appropriate by the Managers, on behalf of the Applicant, to effectuate the transactions contemplated by this Application Agreement. This Application Agreement, duly signed, valid and binding on the part of the Applicant, must be in the possession of the Managers by the end of the Application Period. The Applicant bears the risk of any postal delays, unavailable internet lines or servers, unavailable fax lines and any other logistical or technical problems that may result in applications not being received in time or at all. The Applicant is further responsible for the correctness of the information inserted on the Application Agreement. In addition, the Managers may, in their sole discret...
Conditions for Completion. 4.1 The obligations of the Principal Purchaser to perform its obligations pursuant to this Umbrella Agreement and/or any of the Transaction Agreements is subject to satisfaction of each of the following conditions:
Conditions for Completion. On or prior to the Scheduled Completion Date, as the case may be, the following actions shall be or shall have been taken:
Conditions for Completion. The Shareholders’ Agreement would be conditional upon all of the following conditions being satisfied before the Completion Date: The RPO being satisfied with the final form of the following documents: [●]; [●] passing shareholder resolutions to: [●]; and [Insert any other conditions that would need to be satisfied before the Completion Date and by whom, including any milestones that the Company would need to achieve]. Schedule 2 Shareholding in the Company Part A: Immediately prior to the Completion Date: The total issued share capital of the Company immediately prior to the Completion Date would be: [●] shares of €[●] each, all of which have been fully paid-up and are beneficially owned by, and are registered in the name[s] of, [●] in the following amount[s]: [●]. [●] paid the following amount[s] to the Company for such shares: [●].
Conditions for Completion. Completion of the Transfers is conditional upon the Transferor obtaining the Consent.
Conditions for Completion. Completion of the Offering is subject to the following conditions being met within a date to be finally confirmed in the allocation letter and envisaged not to be less than one week from the date of the allocation letter, unless which any paid-in amounts shall be returned to the respective Applicant: Closing of the Offering being concurrent with, or subsequent to, closing of in-kind issue towards the Sponsor relating to the business set forth in the Investor Presentation, and on terms materially as set forth therein; The Company shall have entered into management agreements and other agreements required for its operation on terms materially as set forth in the Investor Presentation; The Company shall have made the amendments to its corporate documents materially as set forth in the Investor Presentation, being understood as aligning such documents with the corporate governance standards acceptable for being fully listed on a Norwegian stock exchange; The Company shall have entered into agreements whereby its shares (or beneficial interest therein) are registered in the VPS; The Company shall have made all required resolutions to issue the Offer Shares and complete the Offering. The Company and the Manager reserve the right, at any time and for any reason, to cancel the Offering. Neither the Manager nor the Company will be liable for any losses incurred by applicants if the Offering is cancelled, irrespective of the reason for such cancellation. Share trading and stock exchange listing: Arrangements are being made for the trading of the Offer Shares on Merkur Market, a multilateral trading facility owned and operated by the Oslo Stock Exchange. It is expected that trading will commence shortly after share issuance under the expected trading symbol “OET-ME”.
Conditions for Completion. The Sellers and the Purchaser shall only be obliged to proceed to Completion if and when the following conditions have been fulfilled (and, where applicable, continue to be fulfilled) ("Conditions for Completion"):
Conditions for Completion. Completion for the sale and purchase of the Property is subject to, among others, the following conditions:–
Conditions for Completion. 5.1. Conditions for the obligations of both Parties The obligation of the Purchasers and the Seller to effect the Completion is subject to the satisfaction of the following conditions precedent (opschortende voorwaarde):
