Implementation Undertakings Sample Clauses

Implementation Undertakings. 8.1 Each of the Sellers, the Purchaser and Gold One undertakes that during the Completion Period it will use its reasonable commercial endeavours and will cooperate in good faith with each of the others to give effect to its respective implementation undertakings (the “Implementation Undertakings”) set out below in this clause 8. 8.2 Each of the Sellers undertakes (except in respect of clause 8.2.8, which Pamodzi alone undertakes) to procure, as soon as is reasonably possible after the Signature Date but in any event by not later than the Completion Date (unless otherwise specified): 8.2.1 that it will vote at a shareholders meeting of the Company in favour of a special shareholders resolution conditional upon the closing of the Transaction with regard to the adoption of a memorandum of incorporation for the Company, in the form to be provided by Purchaser to the Sellers, in order to ensure full compliance of the memorandum of incorporation of the Company with Schedule 10 of the JSE Listings Requirements and any applicable requirements of the ASX Listing Rules or the Corporations Act; 8.2.2 to cause a notice of amendment in respect of the memorandum of incorporation referred to in clause 8.2.1 above to be filed in terms of the Companies Act on the Completion Date; 8.2.3 that it will not, whether directly or indirectly: 8.2.3.1 solicit, initiate, encourage, engage in or respond to any expression of interest, inquiry, proposal or offer by or from any non-party to this Agreement (an “Acquiring Person“) regarding any Acquisition Proposal; 8.2.3.2 encourage or participate in any discussions or negotiations with an Acquiring Person regarding any Acquisition Proposal; 8.2.3.3 agree to, approve or recommend an Acquisition Proposal; or 8.2.3.4 enter into any agreement related to an Acquisition Proposal; 8.2.4 that the Standard Bank Facility will be used to fund the reasonable working capital requirements of the Company during the Completion Period; 8.2.5 that the Company will implement the Rand Uranium Operating Strategy in accordance with its terms; provided that such terms may be amended by the Company with the written consent of the Purchaser; 8.2.6 that the Company will pay any long term incentive scheme benefits under the Company’s Management Long Term Incentive Plan that the Company’s employees may be entitled to as a consequence of this Agreement and the Sellers indemnify the Purchaser, in the Payment Ratio applicable to each Seller, regarding any and all cl...
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Related to Implementation Undertakings

  • INFORMATION UNDERTAKINGS The undertakings in this Clause 20 remain in force from the date of this Agreement for so long as any amount is outstanding under the Finance Documents or any Commitment is in force.

  • Implementation Arrangements Institutional Arrangements

  • Implementation of the Agreement Regulations of this Agreement relating to investments who investors of one Contracting Party realized before or after the entry into force of this Agreement, with what shall apply from the moment of its entry into force, provided that such investments conducted in accordance with the laws of that Party Contracting.

  • Implementation of Agreement Each Party must promptly execute all documents and do all such acts and things as is necessary or desirable to implement and give full effect to the provisions of this Agreement.

  • Implementation and Review The Parties shall consult annually, or as otherwise agreed, to review the implementation of this Chapter and consider other matters of mutual interest affecting trade in services. (10) 10 Such consultations will be addressed under Article 170 (Free Trade Commission) of Chapter 14 (Administration of the Agreement).