Fulfilment of Conditions Precedent. (a) The Company and the Selling Shareholders shall use their best endeavours to ensure, fulfill or procure the fulfillment of the Conditions Precedent on or before April 30, 2007.
Fulfilment of Conditions Precedent. (a) The Generator shall use reasonable endeavours to fulfil or procure the fulfilment of:
Fulfilment of Conditions Precedent. Each of Lessee and Lessor shall use reasonable endeavors to fulfil (or procure the fulfilment of) the Conditions Precedent to be fulfilled by it as and when required under this Agreement.
Fulfilment of Conditions Precedent. (a) The Emitter shall use reasonable endeavours to fulfil or procure the fulfilment of:
Fulfilment of Conditions Precedent. Except to the extent waived in writing by the Investors, all of the Conditions Precedent shall be satisfied by the Long Stop Date in the manner acceptable to the Investors. Each of the Company and the Promoters shall take all steps necessary to promptly and expeditiously fulfil the Conditions Precedent and shall promptly inform the Investors of all actions and steps taken in this behalf, on an on-going basis. Within 7 (seven) Business Days of fulfilment (or waiver in writing by the Investors, on a case to case basis) of all the Conditions Precedent, the Company shall provide written confirmation of the same to the Investors in an Agreed Form (“CP Confirmation Certificate”). Upon the Investors being satisfied with the fulfilment of the Conditions Precedent pursuant to Clauses 3.2.1 to 3.2.3 above, the Investors, the Company and the Promoters shall agree upon a date (“Completion Date”) on which the Completion shall occur, which shall occur on or before the Long Stop Date. Completion Date & Place Subject to the terms and conditions set forth in this Agreement including fulfilment of Conditions Precedent set forth in Clause 3.1 (unless specifically waived by the Investors), Completion shall take place on the Completion Date, at the registered office of the Company or at such other place, date and time as the Company, the Investors and the Promoters may agree in writing. Conduct of Parties at Completion At Completion, the Parties shall ensure the following: The Investors shall remit the Subscription Consideration to the Company. The Company shall and the Promoters shall cause the Company to hold a Board and a Shareholders’ meeting (where necessary under the Act) in order to give effect to the following: (a) recording and ratifying the execution of this Agreement and ratifying the transactions contemplated in this Agreement; (b) recording the receipt by the Company of the Subscription Consideration; (c) issuing and allotting the Subscription Shares to the Investors in the manner as set forth in Clause 2.1 above; (d) authorizing the issuance of duly stamped share certificates in relation to the Subscription Shares to the Investors; (e) authorizing the entry in the register of members maintained under the Act, the names of the Investors as the holders of their respective Subscription Shares; (f) amending the Charter Documents to incorporate the provisions of this Agreement; (g) approving and adopting the entrenchment provisions contained in the Restated Articles; ...
Fulfilment of Conditions Precedent. Each Party shall disclose in writing to the other Party anything which will or may prevent any of the Conditions Precedent from being fulfilled on or prior to the Completion Date immediately upon it coming to their notice.
Fulfilment of Conditions Precedent. Each of the Sellers hereby agrees and jointly and severally undertakes with Xxxx as follows:
Fulfilment of Conditions Precedent. 3.1 The Parties hereby agree and confirm that:
Fulfilment of Conditions Precedent. The operation of the restraint recorded in this agreement is subject to the fulfilment or waiver of the conditions precedent contemplated in each of the sale of business agreement between the Seller and Zelpy and the sale of shares agreement between Metallurg Europe and Corvest, and the restraint recorded herein shall become effective immediately upon such fulfilment or waiver.
Fulfilment of Conditions Precedent. 7.2.1 Without prejudice to Clause 7.2.2 up to and including Clause 7.2.13, ASR and Aegon shall, from the date of this Agreement up to the Closing Date, use their respective reasonable best efforts to ensure satisfaction of and compliance with their respective Conditions Precedent as soon as reasonably possible. Competition Condition
