Happy Genius definition
Examples of Happy Genius in a sentence
By: Name: Title: By: Name: Title: By: Name: Title: Capitalized terms used but not herein defined shall have the meanings set forth in the Subscription Agreement, dated June 5, 2008, between Happy Genius Holdings Limited and the purchasers set forth on Schedule 1 thereto.
Subject to the terms and conditions hereof, at the Closing, Happy Genius shall sell to the Company, and the Company shall purchase from Happy Genius at the applicable Purchase Price, 82 shares of Sun Wave and 82 shares of Greatest Joy free and clear of all Encumbrances, representing 82% of the issued share capital of each of Sun Wave and Greatest Joy (the “Happy Genius Shares”).
Subject to the terms and conditions hereof, at the Closing, Mandra shall sell to the Company, and the Company shall purchase from Mandra at the applicable Purchase Price, 18 shares of Sun Wave and 18 shares of Greatest Joy free and clear of all Encumbrances, representing 18% of the issued share capital of each of Sun Wave and Greatest Joy (the “Mandra Shares”; together with the Happy Genius Shares, the “Closing Shares”).
The Issuer shall procure that Happy Genius shall use its reasonable endeavours to ensure that the EB Funding Date (as defined in Condition 8.2(b)) occurs within 30 days of the Issue Date.
In the event that the Share Mortgage becomes enforceable in accordance with its terms and the EB Bondholders elect to enforce the Share Mortgage in accordance with the terms and conditions of the EB Trust Deed, the Security Agent shall notify Happy Genius and the Company in writing of its intention to enforce the Share Mortgage (the “Enforcement Notice”).
The Issuer shall procure that Happy Genius shall use its reasonable endeavours to ensure that the EB Funding Date (as defined in Condition 8.2(b) of the Tranche B Conditions) occurs within 30 days of the Issue Date.