BCA. The Note Holder understands and acknowledges that the Company, Parent and Merger Sub are entering into the BCA and consummating the Transactions in reliance upon the Note Holder’s execution and delivery of this Agreement.
BCA. All conditions precedent to the Merger Closing set forth in the BCA shall have been satisfied (as determined by the parties to the BCA) (other than (i) those conditions that, by their nature, are to be satisfied at the Merger Closing pursuant to the BCA but subject to their satisfaction or valid waiver at the Merger Closing and (ii) the Merger Closing itself), and the Merger Closing shall occur substantially concurrently with or immediately following the Closing.
BCA. The CHP Stockholders shall be (severally and not jointly) bound by and subject to (i) Sections 5.3(a) (Confidentiality) and 5.4(a) (Public Announcements) of the Business Combination Agreement to the same extent as such provisions apply to the parties to the Business Combination Agreement, as if the CHP Stockholders are directly party thereto, and (ii) the first sentence of Section 5.6(b) (Exclusive Dealing) of the Business Combination Agreement to the same extent as such provisions apply to CHP, as if the CHP Stockholders are directly party thereto.
BCA. During repairs normal Building Act processes are followed for inspections and issue of code compliance certificate. Department • Crown and TA contributions paid at points agreed in the repair and payment plan, with final payment on issue of and TA code compliance certificate. SUPPLEMENTARY MATERIAL FOR TERRITORIAL AUTHORITY OFFICIALS ON SCHEME DESIGN FOR FINANCIAL ASSISTANCE PACKAGE FOR OWNERS OF LEAKY HOMES* *Financial assistance package involves: • Government and territorial authorities each providing a 25% direct payment to agreed owner repair costs • Government providing assistance to owners to access bank finance for remaining agreed repair costs by way of loan guarantees to banks for loans made to owners eligible for the assistance and who can meet the bank’s lending criteria. SCHEME DESIGN – FINANCIAL ASSISTANCE PACKAGE FOR OWNERS OF LEAKY HOMES Final scheme design with key features (highlighted in grey) as agreed by Joint Ministers (Building and Construction, Finance, and Local Government)1 24 August 2010 [For the sake of brevity content is presented in an informal notes format] Step 1: Application – primarily “status quo” • DBH provides application forms online (same as current system with additional sections for information relating to FAP to be collected) • DBH provides advice, education and information to claimants • Owner lodges application under WHRS Act 2006 for an “assessors report” with DBH – current provisions for applications, including for multi-unit dwellings, apply • Claim “lodged” for purpose of 10 year limit under WHRS Act 2006 • DBH screens application to ensure it is complete, prima facie meets eligibility criteria (WHRS Act and FAP) and does risk assessment (notification to TA if dwelling appears to be dangerous or insanitary and/or advice to claimant about risks and mitigation measures) • TA notified of application under s. 124 of WHRS Act - information will appear on any future LIM issued for the building 1 Key features previously agreed by Cabinet (April 2010) are also highlighted in grey.
BCA i. None since this is an all-inclusive, fee-for-service reimbursement.
BCA. (a) Carrying out of a comprehensive training program in all aspects of banking operations, and general and financial management for senior staff.
BCA. For certainty, any and all transfers of the Purchaser Shares to the Holder pursuant to the terms herein shall be subject to the terms set out in the BCA, including compliance with any policies, procedures and restrictions of the NEO in effect as of Closing or such other date(s) on which such Purchaser Shares may be released to the Holder pursuant to the terms of the BCA and this Agreement.
BCA. The Holder acknowledges that the Holder had been provided with a copy of the BCA and that the Holder has had sufficient opportunity to review the BCA and consult its advisors with respect to the provisions contained therein.
BCA. Sponsor hereby acknowledges that it has read the BCA and this Agreement and has had the opportunity to consult with its tax and legal advisors. Sponsor shall be bound by and comply with Section 7.04 (Confidentiality; Communications Plan; Access to Information) and Section 7.11 (No Solicitation) of the BCA (and any relevant definitions contained in any such Sections) as if Sponsor was original signatory to the BCA with respect to such provisions, mutatis mutandis.
BCA at 8:00am on the Second Court Date, the BCA has not been terminated or rescinded and has otherwise not ceased to have effect in accordance with its terms.
