March 2010 Clause Samples
March 2010. 6.2 At Closing, the Seller shall do those things listed as being applicable to it in Part A of Schedule 8 and the Buyer shall do those things listed in Part B of Schedule 8.
6.3 No less than five Business Days prior to Closing, the Seller shall provide the Buyer with a draft of the:
6.3.1 Bank Payoff Letter, indicating the amounts of Financial Debt owing to banking or financial institutions; and
6.3.2 Seller Payoff Letter, indicating the outstanding principal and interest in respect of the Lux 1 Loan and the PIK Notes accrued up to the Closing Date, to be discharged at Closing in accordance with Clause 6.5.2.
6.4 No less than five Business Days before Closing, the Seller shall deliver or shall cause to be delivered to the Buyer the Statement of Estimates. The Statement of Estimates shall show the Estimated Cash, the Estimated Financial Debt and the Estimated Working Capital at Closing.
6.5 At Closing, the Buyer shall:
6.5.1 pay to the Seller the aggregate of the amount in US dollars equal to the Cash Free/Debt Free Price (i) minus the Estimated Financial Debt, (ii) plus the Estimated Cash (the “Initial Cash Consideration”) and (iii) if the Estimated Working Capital at Closing is greater than the Target Working Capital, the Initial Cash Consideration shall be increased by an amount equal to the difference; or if the Estimated Working Capital at Closing is less than the Target Working Capital the Initial Cash Consideration shall be reduced by an amount equal to the difference; and
6.5.2 advance sufficient immediately available funds to each relevant Group Member to discharge its liability in respect of any Financial Debt identified in the Payoff Letters and procure that such Group Member discharges such liability by way of a payment by electronic transfer of immediately available funds to such accounts as notified by the Seller to the Buyer of an amount equal to the outstanding amount of Financial Debt identified in the Payoff Letters and owed by such Group Member;
6.6 If the respective obligations of the Seller and/or the Buyer under this Clause 6 and Schedule 8 are not complied with on the Closing Date the Buyer or, as the case may be, the Seller may:
6.6.1 defer Closing for a period of up to 20 Business Days (and the provisions of this Clause 6 shall apply to the Closing so deferred);
6.6.2 proceed to Closing as far as practicable (without limiting the Buyer’s or the Seller’s rights under this Agreement);
6.6.3 subject to Closing having first been delayed...
March 2010. The High Watermark for the first Performance Fee Valuation Day under the New Investment Management Agreement should therefore be the greater of (i) the Net Asset Value per Share as at 1 April 2014 and (ii) HK$1.89 which was the quotient of the Net Asset Value of approximately HK$1,480,099,000 divided by the total number of issued Shares of 784,500,000 of the Company as at 31 March 2010.)
March 2010. On March 29, 2010, shares of Abbastar closed trading at $0.34.
March 2010. Parties :
(1) ▇▇▇▇ ▇▇▇ as the landlord. ▇▇▇▇ ▇▇▇ is an indirect wholly-owned subsidiary of the Company and the owner of the Premises
(2) SFK Management as the tenant. SFK Management is an indirect wholly-owned subsidiary of SFK Group : (1) Renewal of the tenancy in relation to Premises 3207-10 Premise: Suites 3207-10, 32nd Floor, Great Eagle Centre, ▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇ Term: Three (3) years commencing from 1 April 2010 and expiring on 31 March 2013 (both days inclusive) Rental: HK$203,414 per month, exclusive of government rates and other outgoings Air- Conditioning Charge: HK$15,470.17 per month (subject to adjustment) Service Charge: HK$21,733.18 per month (subject to adjustment)