Delivery of Pubco Ordinary Shares and Scheme Consideration Sample Clauses

Delivery of Pubco Ordinary Shares and Scheme Consideration. (a) As promptly as reasonably practicable following the date of this Agreement (and, in any event, no later than ten Business Days prior to the Closing Date), Pubco shall enter into an exchange agent agreement, in form and substance reasonably acceptable to SPAC and the Company (the “Exchange Agent Agreement”), to designate an exchange agent reasonably acceptable to SPAC and the Company (the “Exchange Agent”) as its agent for purposes of (i) exchanging SPAC Shares (other than any Cancelled SPAC Shares, SPAC Shares redeemed pursuant to the SPAC Share Redemption or Dissenting SPAC Shares) for Pubco Ordinary Shares in accordance with the terms and subject to the conditions set forth in this Agreement and (ii) exchanging Company Ordinary Shares for Scheme Consideration in accordance with the terms and subject to the conditions set forth in the SID.
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Related to Delivery of Pubco Ordinary Shares and Scheme Consideration

  • Consideration a. Per the Interlocal Cooperation Act, Texas Government Code, § 791.025, or other applicable law, the DIR Customer satisfies the requirement to seek competitive bids for the purchase of goods and/or services.

  • Conditions Precedent The effectiveness of this Amendment is subject to the satisfaction of all of the following conditions precedent:

  • Closing The closing of the sale of the Mortgage Loans (the “Closing”) shall be held at the offices of special counsel to the Purchaser at 10:00 a.m., New York City time, on the Closing Date. The Closing shall be subject to each of the following conditions:

  • Completion Time The Consultant must complete the services and deliverable for this task in accordance with whichever one of the following time is marked: On or before the following date: . On or before Business Days from . Task No. 3: [Insert title of deliverable.]

  • Delivery Time of delivery of goods or services is of the essence in this Contract. County reserves the right to refuse any goods or services and to cancel all or any part of the goods not conforming to applicable specifications, drawings, samples or descriptions or services that do not conform to the prescribed statement of work. Acceptance of any part of the order for goods shall not bind County to accept future shipments nor deprive it of the right to return goods already accepted at Contractor’s expense. Over shipments and under shipments of goods shall be only as agreed to in writing by County. Delivery shall not be deemed to be complete until all goods or services have actually been received and accepted in writing by County.

  • MANAGEMENT RIGHTS 3.01 The Union acknowledges that all management rights and prerogatives are vested exclusively with the Employer and without limiting the generality of the foregoing; it is the exclusive function of the Employer:

  • Capitalization The authorized and outstanding securities of the Company immediately prior to the initial investment in the Securities is as set forth in “Securities Being Offered” in the Offering Circular. Except as set forth in the Offering Circular, there are no outstanding options, warrants, rights (including conversion or preemptive rights and rights of first refusal), or agreements of any kind (oral or written) for the purchase or acquisition from the Company of any of its securities.

  • Representations and Warranties of the Company The Company represents and warrants to each Underwriter that:

  • Entire Agreement This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter contained in this Agreement and supersedes all prior agreements, understandings and negotiations between the parties.

  • Definitions and Interpretation 1.1 In this Agreement:

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