Completion of Transfers. (a) The entire beneficial interest in and to, and the risk of loss with respect to, the Purchased Assets, shall, regardless of when legal title thereto shall be transferred to the Buyer, pass to the Buyer at Closing as of the Effective Time. All operations of the Business shall be for the account of Seller up to and including the Effective Time and shall be for the account of the Buyer thereafter. In the event legal title to any of the Purchased Assets or the Assumed Liabilities is not transferred at Closing, Seller shall hold such Purchased Assets or Assumed Liabilities as nominee for the Buyer until completion of such transfers.
Completion of Transfers. 16.6.1 The purchasing Shareholder will use its best endeavours to secure financing on commercially reasonable terms and conditions to enable completion of the sale and purchase of the Call Shares or Put Shares (as the case may be) by the Transfer Date.
Completion of Transfers. The entire beneficial interest in and to, and the risk of loss with respect to, the Purchased Assets and the Assumed Liabilities, shall, regardless of when legal title thereto shall be transferred to the Buyer, pass to the Buyer as of the Closing. All operations with respect to the Purchased Assets and Assumed Liabilities, once the Closing has occurred, and beginning at the Closing, shall be for the account of the Buyer.
Completion of Transfers. (a) The entire beneficial interest in and to, and the risk of loss with respect to, the Sold Shares, the Acquired Assets and the Assumed Liabilities shall pass to Buyer as of the Domestic Closing Date, regardless of when legal title thereto shall be transferred to Buyer. All operations of the Business shall be for the account of the Sellers up to the Effective Time and shall be for the account of Buyer thereafter, subject to Section 2.10(d). In the event legal title to any of the Sold Shares or the Acquired Assets is not transferred at the Closing, the Seller of such Sold Shares or Acquired Assets shall hold such Sold Shares or Acquired Assets as nominee for Buyer until completion of such transfers.
Completion of Transfers. For the purposes of a transfer of Equity Interests in accordance with the provisions of this Clause 10 and Clause 28, each Party shall:
Completion of Transfers. (a) The entire beneficial interest in and to, and the risk of loss with respect to, the Purchased Assets and the Assumed Liabilities, shall, regardless of when legal title thereto shall be transferred to the Buyer, pass to the Buyer at Closing as of the Effective Time. All operations of the Business shall be for the account of Huttig up to the Effective Time and shall be for the account of the Buyer thereafter. In the event legal title to any of the Purchased Assets or the Assumed Liabilities is not transferred at Closing, Huttig shall hold such Purchased Assets or the Assumed Liabilities as nominee for the Buyer until completion of such transfers and shall cooperate with the Buyer in any lawful and reasonable arrangements designed to provide the benefits of ownership thereof to the Buyer.
Completion of Transfers. The Lender is entitled at any time after an Event of Default has occurred to complete the stock transfer forms (or other transfer instruments) on behalf of the relevant Chargor in favour of the Lender or its nominee, using the power of attorney contained in Clause 24 (Power of attorney) or otherwise.
Completion of Transfers. 5.1 Completion of the transfers and the capital contributions provided for in clause 2 and clause 3 shall take place in Johannesburg at the offices of Standard Bank of South Africa Limited (as South African sub-custodian to the Master Trust), in London at the branch offices of the Custodian and in Bermuda at the offices of Conyxxx, Xxll & Xearxxx (Bermuda counsel to the Master Trust) (or at such other place or places as may be agreed between Old Mutual and the Master Trust) on the Transfer Date when all (but not part only unless Old Mutual and the Master Trust shall so agree) of the following business shall be transacted:
Completion of Transfers. Notwithstanding the foregoing, if the assignment or transfer of any of the Contracts or the Assumed Liabilities would cause a breach thereof or if no required consent to such assignment or transfer has been obtained from the third parties involved, then such Contracts or Assumed Liabilities shall not be assigned and transferred, but, instead, Seller shall continue to hold its interests in such Contracts and/or Assumed Liabilities in trust for the benefit of Purchaser, shall receive in trust and remit as promptly as possible to Purchaser any money paid thereunder to Seller and shall cooperate in any reasonable arrangement or action requested by Purchaser (including without limitation, using commercially reasonable efforts to obtain any required consents) to secure for Purchaser all rights and benefits under such Contracts or Assumed Liabilities.
Completion of Transfers. (a) Notwithstanding anything else contained in this Agreement, in the event that the legal interest in any of the Purchased Assets or Assumed Liabilities to be sold, assigned, transferred or conveyed pursuant to this Agreement, or any claim, right or benefit arising thereunder or resulting therefrom cannot be sold, assigned, transferred or conveyed hereunder as of the Closing Date because any documentation necessary under applicable Law, regulation, rule of the Exchange Act or other requirement has not been completed, any waiting or notice period has not expired or any consents or approvals required for such transfer have not been obtained or waived, then the legal interest in such Purchased Assets or Assumed Liabilities shall not be sold, assigned, transferred or conveyed unless and until such documentation is properly completed, waiting or notice period shall have expired or been waived or until such approval, consent or waiver is obtained. Nothing in this Agreement shall be construed as an attempt to transfer or assign to Buyer any legal interest in any of the Purchased Assets or Assumed Liabilities which, as a matter of Law, regulation, rule of the Exchange Act or by the terms of any legally binding Contract to which Seller is subject, is not transferable or assignable unless such conditions to transfer or assignment have been fulfilled. If any such necessary documentation is not completed, any waiting or notice period has not expired or any consent or approval is not obtained or waived, or if for any reason any assignment or transfer is ineffective, Seller shall cooperate with Buyer in any reasonable arrangement requested by Buyer to provide for Buyer the benefits under the Purchased Assets.
