Transfer Deed. (a) If any Lender wishes to transfer all or any of its rights, benefits and/or obligations under the Finance Documents, such transfer may be effected by novation through the delivery to the Facility Agent of a duly completed and duly executed Transfer Deed.
Transfer Deed. THIS DEED is issued to take effect on and from the Effective Date (as defined in the Schedule) by the Transferor (as defined in the Schedule) in favour of the Transferee (as defined in the Schedule) (the “Deed”).
Transfer Deed. The Transfer/Deed shall be prepared by the Vendor's solicitor at the Purchaser's expense, (being $250.00 plus HST) and shall be registered forthwith on closing by the Purchaser and at the Purchaser's expense. The Purchaser agrees to advise the Vendor, or the Vendor's solicitor, at least 20 days prior to the date of closing, as to how he or she will take title to the Property and of the birth dates of any parties taking title to the Property, failing which the Purchaser will elect to acquire title to the Property (if there is more than one Purchaser) as joint tenants.
Transfer Deed. (a) To effectuate the transfer of the Business to Buyer as provided herein, Seller and Buyer shall execute the Transfer Deed and cause such Transfer Deed to be filed with the Italian Registro delle Imprese pursuant to Article 2556 of the Italian Civil Code.
Transfer Deed. The Parties execute in the presence of the Notary Public a share transfer deed (the “Transfer Deed”) pursuant to which, inter alia, (i) the Parties formalize (elevar a público) this Agreement; and (ii) Sellers transfer ownership and deliver the Shares to Buyer and Buyer, in turn, acquires and receives the Shares.
Transfer Deed. The Parties shall execute before the Notary Public one or more share transfer deed(s) (the “Transfer Deed”) substantially in the form included in Schedule 12.2 (a) listing the property titles indicated therein whereby (i) the Parties will acknowledge the fulfillment of the Anti-trust Condition, (ii) the Sellers will transfer ownership of 100% of the Shares and will deliver them to Purchaser, and the Purchaser will receive them and become the owner of the Shares and (iii) the Sellers will assign all of the Shareholders’ Loans to the Purchaser and Colomer Beauty and Professional Products, S.L. will accept the assignment (for the purposes of which, the Sellers will procure that Colomer Beauty and Professional Products, S.L. executes the Transfer Deed). The Transfer Deed shall also include a certificate from the joint and several administrator of the Company certifying that all formalities and procedures provided for in the by-laws of the Company have been complied with. The Sellers will acknowledge and declare in the Transfer Deed that any shareholders’ agreement relating to the Company have been complied with or waived for the purposes of completing the Transaction. If the Purchaser has appointed an Affiliate(s) as the acquirer of the Shares and/or the assignee(s) of the Shareholders Loans, the agreed form of Transfer Deed attached hereto shall be executed also by the Purchaser as joint and several guarantor of the obligations of the Purchaser’s Affiliate(s). The Parties shall insert appropriate amendments into the Transfer Deed.
Transfer Deed. The Parties shall execute in the presence of the Notary Public a share transfer deed (the “Transfer Deed”) substantially in the form attached as Schedule 4.2(a), pursuant to which, inter alia, (i) the Parties formalize (elevar a público) this Agreement, (ii) Olive HoldCo and Orange acknowledge Completion is deemed to have taken place pursuant to clause 9 of the Transaction Master Agreement, (iii) Olive HoldCo transfers ownership and delivers the Olive Sale Shares to Orange and Orange, in turn, acquires and receives the Olive Sale Shares, (iv) Olive HoldCo and Orange declare that the contribution will be made under special tax neutrality regime provided by Chapter VII of Title VII of Spanish Law 27/2014 of Corporate Income Tax and Council Directive 2009/133/EC as it qualifies as an exchange of shares, and (v) Orange transfers the Olive Consideration Shares to Olive HoldCo and Olive HoldCo, in turn, acquires and receives the Olive Consideration Shares.
Transfer Deed. 16.1. Subject to the Buyer herein duly making payment of the aforesaid agreed consideration money as also the amounts of Extras and Deposits and all other amounts payable by the Buyer as per this Agreement and further duly observing and performing the various terms conditions and covenants herein contained and on the part of the Buyer to be observed and performed, the Owner along with the Developer herein shall complete the sale and/or transfer in respect of the "said unit" by executing and registering appropriate deed of Transfer in favour of the Buyer herein.
Transfer Deed. A. On Closing:
Transfer Deed. To the extent that the provisions of the Transfer Deed are inconsistent with or (except to the extent they implement a transfer in accordance with this Agreement) additional to the provisions of this Agreement:
