Relevant Purchasers definition
Examples of Relevant Purchasers in a sentence
On Completion, the Seller shall procure that the Relevant Sellers shall, and the Purchaser shall procure that the Relevant Purchasers shall, execute and/or deliver and/or make available Local Transfer Documents and take such steps as are required to transfer the Shares and the Group Businesses to the Relevant Purchasers.
The Purchaser shall confirm to the Seller in writing the identities of the Relevant Purchasers (and whether each Relevant Purchaser shall be a Business Purchaser or Share Purchaser) no less than five (5) Business Days prior to the Completion Date.
On Closing, the Relevant Sellers and the Relevant Purchasers shall execute and/or deliver and/or make available Local Transfer Documents and take such steps as are required to transfer the Shares and Group Businesses.
The Seller shall give customary representations and warranties regarding the title of such shares to the Relevant Purchaser(s).
If a Third Party Consent is refused or otherwise not obtained on terms reasonably acceptable to the Relevant Purchasers within three (3) months of Closing, references in this Agreement to the Contracts and the VIA Operations (other than in this paragraph 3) shall be construed as excluding such Contract.
The deed of conveyance shall not amend or novate this Agreement which will continue to bind the Relevant Sellers and the Relevant Purchasers regardless of the execution of such deed of conveyance.
The Relevant Sellers shall transfer the relevant Shares (parts sociales) in Scotts France SARL to the Relevant Purchasers and the Relevant Sellers and the Relevant Purchasers shall execute a French language share transfer agreement (acte de cession), in the Agreed Terms, suitable for the purpose of tax registration and formalities.
The Relevant Sellers and the Relevant Purchasers shall execute a notarised deed of conveyance in the Agreed Terms for the sale and transfer of the Shares (i.e. the relevant quota capital) in Scotts Italia S.r.l.
To the extent that VAT is so chargeable then the Relevant Purchasers shall, against delivery of a valid VAT invoice (or equivalent, if any), in addition to any amount expressed in the Agreement to be payable by the Relevant Purchasers, pay to the Relevant Sellers such VAT in accordance with Schedule 9.
Each of the Purchaser, the other Relevant Purchasers and any other members of the Purchaser’s Group, as applicable, has taken or will have taken by Closing all corporate action required by it to authorise it to enter into and to perform any of the Transaction Documents to which it is a party and any other documents to be executed by it pursuant to or in connection with any of the Transaction Documents.