Examples of Shareholder Capital Loans in a sentence
At the Closing, Buyer has without delay sufficient funds available to purchase the Shares and the Shareholder Capital Loans pursuant to this Agreement and to complete the transactions contemplated by this Agreement.
To Sellers’ Knowledge, the Disclosure Materials (a) are true and correct in all material respects as to factual matters and not misleading, and (b) to Sellers’ Knowledge, do not omit to disclose any matter, circumstance or liability which materially and adversely affects any Group Company or the Business or would otherwise be deemed material to a reasonable buyer of the Shares and the Shareholder Capital Loans.
Upon the terms and subject to the conditions set out herein, Sellers shall sell to Buyer and Buyer shall purchase from Sellers the Shares and the Shareholder Capital Loans free from any Encumbrances at the Closing.
Sellers hereby waive any and all rights of pre-emption (in Finnish: lunastusoikeus) over any of the Shares and any other rights which restrict the valid transfer of the Shares or the Shareholder Capital Loans free from Encumbrances, or which otherwise may prevent the fulfilment of this Agreement, whether such restriction is conferred on Sellers by the Company’s articles of association, any shareholders’ agreement, or otherwise.
The full and unrestricted ownership of and title to the Shares and the Shareholder Capital Loans, free and clear of any Encumbrances, shall pass from Sellers to Buyer at the Closing against payment of the Purchase Price.
The Shares and the Shareholder Capital Loans are transferable to Buyer and are free and clear of any Encumbrance as at the Closing.