Business Sale. If the Company Event is a Business Sale, the Option (or any unexercised part) may be exercised during the period of 40 days beginning with the unconditional completion of the relevant agreement or within such period not exceeding 90 days afterwards as the Directors shall decide.
Business Sale. (a) a Subsidiary Share Sale; and (b) the disposition of all or substantially all of the assets or businesses of BTL to a third party (either by way of a sale, licence and/or other transfer), save where any such disposition is effected solely for the purpose of a disposition or demerger of the assets of any Group Company (in whole or in part) to a newly incorporated company which will be owned (as applicable) by BTL or the Shareholders (and if by the Shareholders, in the same proportions as they hold the Shares);
Business Sale. For a number of reasons, including our interest in avoiding disruption to the Business, we entered into a non-binding LOI to sell business to an industry-experienced investor group. The investor group has formed a new company by the name of Santa Xxxxxxx Tax Products Group, LLC (“TPG”) to buy the Business from the Bank. As part of the sale, TPG would offer to employ the entire SBBT management team, and Xxxx Xxxxxx would serve as the CEO of TPG. To minimize disruption during the 2010 tax season, the Bank would continue to provide certain support and transition services to TPG and the Business to the extent not prohibited by the OCC. Under the original terms of the sale to TPG, the Bank would have remained the RAL originating bank for the 2010 tax season. However, because of the OCC’s directive described above, the Bank cannot serve in this capacity. TPG has indicated to the Bank that TPG is in the final stages of negotiating a non-binding letter of intent with another experienced financial institution to originate RALs (the “Alternative Bank”) for the upcoming tax season. Santa Xxxxxxx Bank & Trust — P.O. Box 1390, Solana Beach CA 92075 (000) 000-XXXX [7228] — FAX (000) 000-0000 — xxx.xxxxxxx.xxx Division of Pacific Capital Bank, NA Even though the sale of the Business from the Bank to TPG and the role of the Alternative Bank as the RAL originating bank for the upcoming tax season have not been finalized and therefore are not guaranteed outcomes at the moment, we are informing you of this status because we know how important the RAL/RT business is to you and we highly value our relationship with you. We assure you that TPG is working very hard to offer the same products and services as prior years. To emphasize, if the Business is sold to TPG and the Alternative Bank becomes the RAL originating bank, the economics to you for the 2010 tax season will be the same as those under Your Existing Contract with SBBT. In fact, to simplify the documentation process, if the Business sale occurs, TPG will notify you that it will honor SBBT’s program obligations under Your Existing Contract for the 2010 tax season (with certain non-economic changes such as the addition of the Alternative Bank as the RAL originating bank). However, to be clear, neither TPG nor the Alternative Bank would, under any circumstances, have any responsibility for the Business prior to the 2010 tax season or responsibility for disruptions in the Business caused by the Bank’s financial condition,...
Business Sale. The seller agrees to sell and the Buyer agrees to buy, free of charge from all liabilities and bulky items, the activity described above, including the lease agreement to such premises, the goodwill of the business as ongoing concern, all the rights of the Seller under its contracts, licenses and agreements, and all property and property owned property and used by the Seller in such activity as specified in Exhibit A, other than the Seller. This sale does not include cash at hand or in banks at the closing date or such other property as is listed in Exhibit B. 2. Consideration. In view of the transfer of the activity described above by the Seller to the Buyer, the Buyer will have to pay the Seller the sum of
