Transfer and Delivery. RRD shall use commercially reasonable efforts to transfer and deliver to LSC all Data that, according to the DSP, should be transferred and delivered to LSC. Such transfer and delivery shall be made in an appropriate physical or electronic format as set forth in the DSP, and within the time schedules contemplated by the DSP. Each Party shall reasonably cooperate in good faith with the other Party to accomplish the transfer and delivery of Data contemplated in the DSP.
Transfer and Delivery. RRD shall use commercially reasonable efforts to transfer and deliver to DFS all Data that, according to the DSP, should be transferred and delivered to DFS. Such transfer and delivery shall be made in an appropriate physical or electronic format as set forth in the DSP, and within the time schedules contemplated by the DSP. Each Party shall reasonably cooperate in good faith with the other Party to accomplish the transfer and delivery of Data contemplated in the DSP.
Transfer and Delivery. Each Holder shall forthwith pay over, transfer and deliver such payment or distribution to the holders of Senior Debt, whether or not any Bankruptcy, Insolvency or Liquidation Proceeding is then pending, until the holders of Senior Debt have received payment in full and in cash of all outstanding Senior Debt (but excluding indemnification obligations which are then contingent and as to which no payment is then due and no claim or demand has then been made).
Transfer and Delivery. On the Effective Date:
Transfer and Delivery. 2.2.1 The transfer and delivery of the Directly Owned Shares shall be effected on the Closing Date by recording a transfer notice in the shareholders’ register of each of the relevant Companies, such notice being duly signed by the Sellers and the Purchaser. For this purpose, each of the Sellers hereby grants a power of attorney to Xxxxxx Xxxx and Exxx Xxxxxx (each acting alone and with the right of substitution) to record the notices of sale, and the Purchaser hereby grants a power of attorney to Cxxxxxxx Xxxxxxxxxxxx and Txxxx Xxxxxxx (each acting alone and with the right of substitution) to record the notices of purchase.
Transfer and Delivery. At Closing, Sellers shall execute and deliver to Purchaser all such documents, bills of sale, assignments, conveyance agreements, instruments of transfer, deeds, assurances, data files and other documents as shall be reasonably necessary to effectively transfer to Purchaser the Purchased Assets.
Transfer and Delivery. On October 2, 2019:
Transfer and Delivery. On or promptly following the date of this Agreement, the Sponsor hereby transfers an aggregate of 525,000 Class B Shares to the BSOF Entities, in the amounts set forth on Schedule 1 hereto, and cause such Class B Shares to be registered in the name of BSOF I and BSOF II, respectively, in the Company’s register of members and, following the closing of the IPO, with the Transfer Agent (as defined below) by book entry. All or a portion of such Class B Shares transferred pursuant to this Section 1(b) shall be subject to unconditional forfeiture to the Company and/or the Sponsor, as applicable, pursuant to Section 1(c) below. Each of the BSOF Entities, the Company and the Sponsor hereby acknowledge and agree that, (A) to effectuate any forfeiture pursuant to Sections 1(c) below, the Sponsor shall have all right and power under this Agreement to promptly (i) direct the Transfer Agent to cause the Class B Shares subject to forfeiture to be transferred into the name of the Sponsor and (ii) to cause such Class B Shares subject to forfeiture to be registered in the name of the Sponsor in the Company’s register of members and/or with the Transfer Agent and (B) any forfeiture pursuant to Section 1(c) below shall take effect as a surrender of shares to the Company for no consideration as a matter of Cayman Islands law. In connection with Section 1(c), Sponsor shall provide at least three (3) Business Days (as defined herein) advance notice to the BSOF Entitles and obtain prior written consent of the BSOF Entities before entering into any agreement which would result in a partial forfeiture or subject the Class B Shares held by a BSOF Entity to any Class B Changes. As used herein, the term “Transfer Agent” shall initially refer to Continental Stock Transfer & Trust Company, as transfer agent for the Class B Shares issued by the Company. Any forfeiture under this Agreement shall take effect as a surrender for no consideration as a matter of Cayman Islands law.
Transfer and Delivery. Seller and buyer agree that title to the shares including any property rights will be transferred to buyer, together with any and all rights and components related hereto, upon full payment of the purchase price. The parties agree that, instead of delivery, seller assigns to buyer his right to demand surrender of the shares from the company with such assignment taking effect, with regard to the related property rights, upon full payment of the purchase price.
Transfer and Delivery. 21 3.2 Assignment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 3.3
