Completion of the Transaction. In furtherance of the completion of the foregoing, the Vendor shall deliver to Purchaser a stock certificate representing the Shares, duly endorsed for transfer to Purchaser or accompanied by a stock power duly completed and executed, transferring the Shares to Purchaser. The Purchaser shall deliver to Vendor the Funds in full payment thereof on or prior to December 31, 2002.
Completion of the Transaction. If none of the remaining Parties elect to exercise its preferential right to purchase the Working Interest offered, the Assignor shall be free to complete the proposed transaction on the terms disclosed in the notice. However, if any proposed transaction is not completed within one hundred twenty (120) days from the expiration of the fifteen {15) day preferential right election period (plus a reasonable time to secure any necessary governmental approvals) or, if the purchase price or material terms of the proposed transaction (which are relevant to the Lease) are amended in any way, the proposed transaction shall be considered withdrawn and the Working Interest offered shall again be subject to the preferential right to purchase as if the originally proposed transaction had never been proposed.
Completion of the Transaction. To the knowledge of the Corporation, no event has occurred or condition exists which will prevent the Transaction from being completed prior to the Escrow Release Deadline. Following the completion of the Transaction, the Corporation will, in all material respects, have acquired the Marathon Properties Interest as set out in the Binding Letter of Intent and as disclosed in the public disclosure record of the Corporation.
Completion of the Transaction. In furtherance of the completion of the foregoing, the Vendor shall deliver to the Purchaser the following (each of which shall be in form and substance reasonably satisfactory to the Purchaser):
(a) an assignment, duly executed by the Vendor, transferring the BBAH LLC Interests to the Purchaser;
(b) an assignment, duly executed by the Vendor, transferring the BSH LLC Interests to the Purchaser;
(c) an assignment, duly executed by the Vendor, transferring the BSDH LLC Interests to the Purchaser; and
(d) an assignment, duly executed by the Vendor, transferring the BFC LLC Interests to the Purchaser. Against receipt of such documents, the Purchaser shall deliver to the Vendors the Funds, and stock certificates registered in the name of the Vendor, representing the BHHI Common Shares and the BHHI Preferred Shares, in full payment thereof.
Completion of the Transaction. In furtherance of the completion of the foregoing, the Vendors shall deliver to the Purchaser two (2) stock certificates, collectively representing the BHHI Shares, each duly endorsed for transfer to the Purchaser or accompanied by a stock power duly completed and executed, transferring the BHHI Shares to the Purchaser. Against receipt of such documents, the Purchaser shall deliver to the Vendors the stock certificates registered in the name of BWI and BHOC, respectively, representing the respective number of BHC Shares to be issued to each, in full payment thereof.
Completion of the Transaction. Subject to the payment of Subscription Consideration by CES Global to the Company according to Paragraph 2.2 above and receipt of the updated share register of the Company which demonstrates the capacity of CES Global as the shareholder of the Company, the Transaction under the Agreement shall be deemed as completed (“Completion of the Transaction”).
Completion of the Transaction. In furtherance of the completion of the foregoing, the Vendor shall deliver to the Purchaser an assignment, duly executed by the Vendor, transferring the Interests to the Purchaser, and against receipt of such assignment, the Purchaser shall deliver to the Vendor the Funds in full payment thereof. Such assignment shall be in form and substance reasonably satisfactory to the Purchaser.
Completion of the Transaction. Subject to the payment of Subscription Consideration by CEA Holding to the Company according to Paragraph 2.2 above and the issuance of a written confirmation by China Securities Depository and Clearing Corporation Limited, Shanghai Branch in respect of the registration and custody of New A Shares, the Transaction under the Agreement shall be deemed as completed (“Completion of the Transaction”).
Completion of the Transaction. 7.1 The two parties that the Transaction shall be completed within 12 months after the Agreement takes effect (or at any other later day agreed upon by the two parties in writing), in which event, all the following matters shall be completed:
7.1.1 Closing of the Target Assets (see article 7.2 hereof for details);
7.1.2 Party A has issued new shares to Party B2, Party B3, Party B4, Party B5, Party B6 and Party B7 as per the requirements herein which have been registered in the name of Party B2, Party B3, Party B4, Party B5, Party B6 and Party B7 by CSDC Shenzhen Branch.
7.1.3 Party A has paid the first tranche of cash consideration hereunder to Party B1; and
7.1.4 Party A has completed the assets verification in relation to the Transaction as well as the formalities for changes at the administration for industry and commerce.
7.2 Party B shall, within 60 days (or at a later date otherwise agreed upon by the two parties in writing) after CSRC approves the Share Issuance, properly handle the formalities for closing of the Target Assets as per the relevant laws and regulations, including without limitation:
7.2.1 Amend the articles of association of FL Mobile Jiutian Technology Co., Ltd and register the equity of FL Mobile Jiutian Technology Co., Ltd held by Party A in the amended AOA;
7.2.2 Conduct the formalities for registration of changes of shareholders and shareholdings of the Target Asset at the administration for industry and commerce;
7.2.3 Take any lawful measures to show that Party A has owned 100% equity of FL Mobile Jiutian Technology Co., Ltd.
7.3 After the closing formality for transfer of the equity of FL Mobile Jiutian Technology Co., Ltd is completed, Party A shall entrust an accounting firm qualified for securities business to verify the 54.66% equity of FL Mobile Jiutian Technology Co., Ltd held by Party B2 and Party B3 and Party B4 and Party B5 and Party B6 and Party B7 and used to subscribe for the shares issued by Party A, and to produce an assets verification report thereof.
7.4 After the consummation of the raising of supporting funds, Party A shall entrust an accounting firm qualified for securities business to conduct asset verification and produce an assets verification report thereof.
Completion of the Transaction. This agreement shall be completed contemporaneously with the execution hereof at which time the following shall occur:
(a) the Vendor shall execute and deliver to the Purchaser all such documents, certificates and instruments and do all such other acts and things as the Purchaser may consider necessary or desirable, acting reasonably, to effectively transfer and assign the Purchased Shares to the Purchaser and to deliver possession thereof to the Purchaser;
(b) the Purchaser shall issue to the Vendor 3,000 Class X shares in the capital stock of the Purchaser.;
(c) the Purchaser shall deliver to the Vendor a certified cheque in the amount of $35,000.00 (Canadian);
(d) the Corporation and the Vendor will sign a letter to confirm in writing the employment arrangements with respect to the Vendor's employment with the Corporation; and
(e) the Vendor shall have the option to acquire for the aggregate amount of $1.00, 3,000 Class N shares in the capital stock of International Menu Solutions Corporation (herein called "IMSC"), which shares are voting non-equity shares. So long as the option for the Class N shares has not been exercised, one Class X share in the capital stock of the Purchaser may be exchanged for one common share of IMSC. In the event that the Vendor exercises the option to acquire the 3,000 Class N shares as provided above, then thereafter, one Class X share together with one Class N share may be exchanged for one common share in the capital stock of IMSC.
