Call Option Closing. The closing for the purchase and sale of all of the Warrants and Warrant Shares that the Company has elected to purchase under this Agreement, will take place at the office of the Company, on the date specified in such notice of exercise (the "Call Option Closing"). At the Call Option Closing, the Holders of the Warrants will deliver the Warrants and the certificate or certificates representing the Warrant Shares, duly endorsed in blank. In consideration therefor, the Company will deliver to each Holder the purchase price, which will be payable in immediately available funds.
Call Option Closing. Unless otherwise agreed by the Parties, the closing of the sale of the Call Shares pursuant to the Call Option shall take place at 1:00 p.m. local time at the registered office of the Company (or such other location as may be agreed by the Parties) on the later of (i) the 20th Business Day after the Call Price has been determined pursuant to Section 5.2 and (ii) the 5th Business Day after the Business Day on which the last of any necessary filings have been made and Approvals have been unconditionally received, which date shall be deemed to be the date of exercise of the Call Option by the SPE Shareholders. At the closing of the Call Option:
Call Option Closing. Upon the Investor’s election to exercise the Call Option, on the Call Option Closing Date each Existing Shareholder shall deliver (a) share certificate or certificates and duly executed stock powers in favor of the Investor or its designee representing the Call Option Shares to the Investor and (b) a duly executed ordinary shares purchase agreement in substantially the form of the Purchase Agreement (the “Call Purchase Agreement”), containing, among other things, (i) representations and warranties of the Company and the Investor which shall speak on and as of the date of signing and closing of such transaction and shall in other respects be identical to the representations and warranties provided in Section 2 of the Purchase Agreement and representations and warranties providing that upon delivery of the Call Option Shares the Investor shall acquire good, valid and marketable title to the Call Option Shares free and clear of any liens, claims or encumbrances imposed by any action or omission of the Existing Shareholders or the Company, provided, however, that (x) the Schedule of Exceptions thereto shall be updated to reflect the then-current situation of the Company and its subsidiaries, and (y) the financial information shall reflect the two most recent fiscal years plus the most recent practicable interim period, (ii) agreements and indemnities of the Company, the Existing Shareholders and the Investor identical to those provided in Sections 6 and 7 of the Purchase Agreement, and (iii) covenants prohibiting the Existing Shareholders and their Affiliates from directly or indirectly (x) competing in or into the Peoples Republic of China and any other countries in which or into which the Company or its subsidiaries conducts business or (y) soliciting, servicing or hiring any then-current or former clients or employees of the Company or its subsidiaries, in each case for a period of twenty-four (24) months from the date of the closing of the Call Purchase Agreement and (iv) confidentiality agreements of the Existing Shareholders. It is understood and agreed that the Investor may by written notice to the Company refuse to consummate the Call Option in the event that (a) the information reflected in the Schedule of Exceptions to the proposed Call Purchase Agreement as compared to the Schedule of Exceptions attached to the Purchase Agreement materially adversely affects the value of the Company and its subsidiaries or the value to the Investor of the proposed i...
Call Option Closing. Completion of the sale and purchase of the Shares following the exercise of the Call Option shall take place no later than five Business Days after the Call Exercise Date thereof (the "Call Closing"). At the Call Closing and upon payment of the Call Price, the Put Holder shall deliver to the Call Holder or to one or more assignees or substitute purchasers designated by it, certificates representing the Shares, which certificates shall be duly endorsed in blank or, in lieu thereof, shall have affixed thereto stock powers executed in blank, and in proper form for transfer. The Call Price for the Shares shall be payable to the Put Holder in cash in U.S. dollars by wire transfer of immediately available funds to an account or accounts, as appropriate, designated in writing by the Put Holder to the Call Holder not less than two Business Days prior to the Call Closing. Failure to pay the Call Price pursuant to this Section 5.03 shall be deemed an event of default under this Agreement.
Call Option Closing. The closing for the purchase and sale of all of the C Warrants and Warrant Shares issued upon any previous exercise of the C Warrants will take place at the office of the Company, on the date specified in such notice of exercise (the "Call Option Closing"). At the Call Option Closing, the Holders of the C Warrants will deliver the C Warrants and the certificate or certificates representing the Warrant Shares issued upon any previous exercise of C Warrants, duly endorsed in blank. In consideration therefor, the Company will deliver to each Holder the purchase price, which will be payable in immediately available funds.
Call Option Closing. (a) The closing of the sale of the applicable Deliverable Securities resulting from the exercise of the Call Option (the “Call Option Closing”) shall take place at 10:00 a.m. in the City of New York at the offices of Xxxxxx Xxxxxxxx Xxxxx and Xxxxxxxx LLP, or such other law firm as the parties hereto may agree on the date specified by CVH in its Exercise Notice (as defined below), which date in no event shall be (i) less than three (3) or more than six (6) Business Days following the date of the Exercise Notice (the “Call Option Closing Date”); provided that the Call Option Closing Date may be extended by five (5) additional Business Days for the closing of the sale of the Spinco Interests (as defined below) at the request of any Fintech Party; provided further that the Call Option Closing Date may only occur after the Regulatory Approval has been obtained or, in case the Regulatory Approval has not been obtained, after the Spinco Deadline (as defined below). On the Call Option Closing Date, Fintech Advisory, shall, subject to clause (b) below, against receipt of the Exercise Price, sell, convey, transfer and deliver (or cause FIA to deliver) to CVH full right, title and interest in and to the Deliverable Securities, in each case free and clear of all claims and Encumbrances, by executing and delivering (i) an Assignment Agreement, substantially in the form of Exhibit C, and (ii) any such customary instruments of conveyance or purchase agreement as CVH or Fintech Advisory may reasonably request.
Call Option Closing. The closing of the sale of the Call Option Shares as contemplated by ARTICLE 4 hereof (the “Call Option Closing”) shall take place pursuant to the requirements of ARTICLE 4 hereof. The date on which the Call Option Closing occurs is herein referred to as the “Call Option Closing Date”.
Call Option Closing. The closing of the exercise of the Call Option (the “Call Option Closing”) will occur on a date (the “Call Option Closing Date”) agreed to in writing by the parties hereto, and failing such agreement, on a date which is not more than 10 days following receipt by GRT Ltd., as agent on behalf of the Limited Partners, of the Call Option Notice. Notwithstanding the forgoing, if Taseko undertakes an Arrangement pursuant to Article 4, the Call Option Closing will occur within the reasonable time required for completion of such Arrangement.
Call Option Closing. On the Call Option Closing Date, and then only against receipt of payment of the full Call Option Price (together with any accrued interest thereon) –
