Conditions Precedent and Subsequent. 3.1 Completion of the sale of the Shares is conditional upon the satisfaction of each of the following conditions precedent: (a) NZ Completion has occurred; (b) the Ness Contract has been entered into by the Australian Company; and (c) if necessary, the Purchaser has obtained approval on terms satisfactory to it to Completion of the sale to the Purchaser of the NZ Shares from the Overseas Investment Commission of New Zealand pursuant to the Overseas Investment Regulations 1985. 3.2 If the Conditions are not satisfied on or before 30 June 1997 or a later date agreed by the parties in writing then either the Purchaser or the Vendor may at any time before Completion terminate this agreement by giving notice in writing to the other. 3.3 On service of a notice under clause 3.2 this agreement has no further effect and all parties are released from their obligations to further perform this agreement. 3.4 The Purchaser or the Vendor may terminate this agreement by giving notice to the other if: (a) the Underwriting Agreement is terminated before completion of the Underwriting Agreement; or (b) either or both of the following conditions subsequent are not fulfilled within 24 hours after Completion: (i) the Float has gone effective; (ii) the Underwriting Agreement has been executed. 3.5 If this agreement terminates in accordance with clause 3.4, the rights and obligations of the Parties under this agreement, except for this clause 3.5, will terminate and,unless the Vendor waives its rights under this clause 3.5, the Parties must take all necessary steps to: (a) vest title and possession of the Shares in the Vendor; (b) divest the Vendor of the shares in the Purchaser referred to in clause 4; and (c) otherwise restore the rights and obligations of the Parties to those rights and obligations that they would have had if this agreement had not been entered into without loss or gain to any of the Parties, including without limitation taking all steps necessary to obtain a refund of any stamp duty paid in accordance with section 41(7) of the Stamp Duties Xxx 0000.
Appears in 2 contracts
Samples: Share Purchase Agreement (Home Security International Inc), Share Purchase Agreement (Home Security International Inc)
Conditions Precedent and Subsequent. 3.1 Completion of the sale of the Shares is conditional upon the satisfaction of each of the following conditions precedentupon:
(a) NZ Completion has occurred;
(b) the Ness Contract has been entered into by the Australian Company; and
(c) if necessary, the Purchaser has obtained approval approval, on terms satisfactory to it HSI, to Completion of the sale to the Purchaser of the NZ Shares from the Overseas Investment Commission of New Zealand pursuant to the Overseas Investment Regulations 1985; and
(b) completion of the NZ Asset Purchase Agreement.
3.2 If the Conditions are not satisfied on or before 30 June 1997 or a later date agreed by the parties in writing then either the Purchaser or the Vendor may at any time before Completion terminate this agreement by giving notice in writing to the other.
3.3 On service of a the notice under clause CLAUSE 3.2 this agreement has no further effect and all parties are released from their obligations to further perform this agreement.
3.4 The Purchaser or the Vendor may terminate this agreement by giving notice to the other if:
(a) the Underwriting Agreement is terminated before completion of the Underwriting Agreement; or
(b) either or both of the following conditions subsequent are not fulfilled within 24 hours after Completion:
(i) the Float has gone effective;
(ii) the Underwriting Agreement has been executed.
3.5 If this agreement terminates in accordance with clause CLAUSE 3.4, the rights and obligations of the Parties under this agreement, except for this clause CLAUSE 3.5, will terminate and,, unless the Vendor waives its rights under this clause 3.5, the Parties must take all necessary steps to:
(a) vest title and possession of the Shares in the Vendor;
(b) divest the Vendor of the shares in the Purchaser referred to in clause 4; and
(c) otherwise restore the rights and obligations of the Parties to those rights and obligations that they would have had if this agreement had not been entered into without loss or gain to any of the Parties, including without limitation taking all steps necessary to obtain a refund of any stamp duty paid in accordance with section 41(7) of the Stamp Duties Xxx 0000.
Appears in 1 contract
Samples: Nz Share Sale Agreement (Home Security International Inc)
Conditions Precedent and Subsequent. 3.1 Completion of the sale of the Shares is conditional upon the satisfaction of each of the following conditions precedent:
(a) NZ Completion has occurred;
(b) the Ness Contract has been entered into by the Australian Company; and
(c) if necessary, the Purchaser has obtained approval on terms satisfactory to it to Completion of the sale to the Purchaser of the NZ Shares from the Overseas Investment Commission of New Zealand pursuant to the Overseas Investment Regulations 1985.
3.2 If the Conditions are not satisfied on or before 30 June 31 July 1997 or a later date agreed by the parties in writing then either the Purchaser or the Vendor may at any time before Completion terminate this agreement by giving notice in writing to the other.
3.3 On service of a notice under clause 3.2 this agreement has no further effect and all parties are released from their obligations to further perform this agreement.
3.4 The Purchaser or the Vendor may terminate this agreement by giving notice to the other if:
(a) the Underwriting Agreement is terminated before completion of the Underwriting Agreement; or
(b) either or both of the following conditions subsequent are not fulfilled within 24 hours 14 days after Completion:
(i) the Float has gone effective;
(ii) the Underwriting Agreement has been executed.
3.5 If this agreement terminates in accordance with clause 3.4, the rights and obligations of the Parties under this agreement, except for this clause 3.5, will terminate and,unless the Vendor waives its rights under this clause 3.5, the Parties must take all necessary steps to:
(a) vest title and possession of the Shares in the Vendor;
(b) divest the Vendor of the shares in the Purchaser referred to in clause 4; and
(c) otherwise restore the rights and obligations of the Parties to those rights and obligations that they would have had if this agreement had not been entered into without loss or gain to any of the Parties, including without limitation taking all steps necessary to obtain a refund of any stamp duty paid in accordance with section 41(7) of the Stamp Duties Xxx 0000.
Appears in 1 contract
Samples: Share Purchase Agreement (Home Security International Inc)
Conditions Precedent and Subsequent. 3.1 Completion of the sale of the Shares is conditional upon the satisfaction of each of the following conditions precedentupon:
(a) NZ Completion has occurred;
(b) the Ness Contract has been entered into by the Australian Company; and
(c) if necessary, the Purchaser has obtained approval approval, on terms satisfactory to it HSI, to Completion of the sale to the Purchaser of the NZ Shares from the Overseas Investment Commission of New Zealand pursuant to the Overseas Investment Regulations 1985; and
(b) completion of the NZ Asset Purchase Agreement.
3.2 If the Conditions are not satisfied on or before 30 June 31 July 1997 or a later date agreed by the parties in writing then either the Purchaser or the Vendor may at any time before Completion terminate this agreement by giving notice in writing to the other.
3.3 On service of a the notice under clause CLAUSE 3.2 this agreement has no further effect and all parties are released from their obligations to further perform this agreement.
3.4 The Purchaser or the Vendor may terminate this agreement by giving notice to the other if:
(a) the Underwriting Agreement is terminated before completion of the Underwriting Agreement; or
(b) either or both of the following conditions subsequent are not fulfilled within 24 hours 14 days after Completion:
(i) the Float has gone effective;
(ii) the Underwriting Agreement has been executed.
3.5 If this agreement terminates in accordance with clause CLAUSE 3.4, the rights and obligations of the Parties under this agreement, except for this clause CLAUSE 3.5, will terminate and,, unless the Vendor waives its rights under this clause 3.5, the Parties must take all necessary steps to:
(a) vest title and possession of the Shares in the Vendor;
(b) divest the Vendor of the shares in the Purchaser referred to in clause 4; and
(c) otherwise restore the rights and obligations of the Parties to those rights and obligations that they would have had if this agreement had not been entered into without loss or gain to any of the Parties, including without limitation taking all steps necessary to obtain a refund of any stamp duty paid in accordance with section 41(7) of the Stamp Duties Xxx 0000.
Appears in 1 contract
Samples: Nz Share Sale Agreement (Home Security International Inc)
Conditions Precedent and Subsequent. 3.1 Completion of the sale of the Shares is conditional upon the satisfaction of each of the following conditions precedentupon:
(a) NZ Completion has occurred;
(b) the Ness Contract has been entered into by the Australian Company; and
(c) if necessaryapproval, the Purchaser has obtained approval on terms satisfactory to it HSI, to Completion of the sale to the Purchaser of the NZ Shares from the Overseas Investment Commission of New Zealand pursuant to the Overseas Investment Regulations 1985; and
(b) completion of the NZ Asset Purchase Agreement.
3.2 If the Conditions are not satisfied on or before 30 June 1997 or a later date agreed by the parties in writing then either the Purchaser or the Vendor may at any time before Completion terminate this agreement by giving notice in writing to the other.
3.3 On service of a the notice under clause CLAUSE 3.2 this agreement has no further effect and all parties are released from their obligations to further perform this agreement.
3.4 The Purchaser or the Vendor may terminate this agreement by giving notice to the other if:
(a) the Underwriting Agreement is terminated before completion of the Underwriting Agreement; or
(b) either or both of the following conditions subsequent are not fulfilled within 24 hours after Completion:
(i) the Float has gone effective;
(ii) the Underwriting Agreement has been executed.
3.5 If this agreement terminates in accordance with clause CLAUSE 3.4, the rights and obligations of the Parties under this agreement, except for this clause CLAUSE 3.5, will terminate and,, unless the Vendor waives its rights under this clause 3.5, the Parties must take all necessary steps to:
(a) vest title and possession of the Shares in the Vendor;
(b) divest the Vendor of the shares in the Purchaser referred to in clause 4; and
(c) otherwise restore the rights and obligations of the Parties to those rights and obligations that they would have had if this agreement had not been entered into without loss or gain to any of the Parties, including without limitation taking all steps necessary to obtain a refund of any stamp duty paid in accordance with section 41(7) of the Stamp Duties Xxx 0000.
Appears in 1 contract
Samples: Nz Share Sale Agreement (Home Security International Inc)
Conditions Precedent and Subsequent. 3.1 Completion of the sale of the Shares is conditional upon the satisfaction of each of the following conditions precedent:
(a) NZ Completion has occurred;
(b) the Ness Contract has been entered into by the Australian Company; and
(c) if necessary, the Purchaser has obtained approval on terms satisfactory to it to Completion of the sale to the Purchaser of the NZ Shares from the Overseas Investment Commission of New Zealand pursuant to the Overseas Investment Regulations 1985.
3.2 If the Conditions are not satisfied on or before 30 June 1997 or a later date agreed by the parties in writing then either the Purchaser or the Vendor may at any time before Completion terminate this agreement by giving notice in writing to the other.
3.3 On service of a notice under clause 3.2 this agreement has no further effect and all parties are released from their obligations to further perform this agreement.
3.4 The Purchaser or the Vendor may terminate this agreement by giving notice to the other if:
(a) the Underwriting Agreement is terminated before completion of the Underwriting Agreement; or
(b) either or both of the following conditions subsequent are not fulfilled within 24 hours after Completion:
(i) the Float has gone effective;
(ii) the Underwriting Agreement has been executed.
3.5 If this agreement terminates in accordance with clause 3.4, the rights and obligations of the Parties under this agreement, except for this clause 3.5, will terminate and,unless the Vendor waives its rights under this clause 3.5, the Parties must take all necessary steps to:
(a) vest title and possession of the Shares in the Vendor;
(b) divest the Vendor of the shares in the Purchaser referred to in clause 4; and
(c) otherwise restore the rights and obligations of the Parties to those rights and obligations that they would have had if this agreement had not been entered into without loss or gain to any of the Parties, including without limitation taking all steps necessary to obtain a refund of any stamp duty paid in accordance with section 41(7) of the Stamp Duties Xxx 0000.
Appears in 1 contract
Samples: Share Purchase Agreement (Home Security International Inc)