Common use of Non-Completion by Vendor Clause in Contracts

Non-Completion by Vendor. If, at the time of closing, the Vendor fails to complete the Sale Transaction, the Purchaser shall have the right, if not in default under this Agreement, without prejudice to any other rights which the Purchaser may have, make payment of the purchase price payable to the Vendor at the time of closing by depositing such amount to the credit of the Vendor in any branch of the Corporation's bankers. Such deposit shall constitute valid and effective payment of such amount to the Vendor irrespective of any action the Vendor may have taken to transfer or grant of Lien on the Purchased Shares. If the purchase price has been so paid, then from and after the date of deposit, the Sale Transaction shall be deemed to have been fully completed and all right, title, benefit and interest, both at law and in equity and to the Purchased Shares shall conclusively be deemed to have been transferred to and become vested in the Purchaser and all right, title, benefit, and interest, both at law and in equity, in and to the Purchased Shares of the Vendor or of any transferee or assignee of the Vendor shall cease and determine. The Purchaser shall also have the right to execute and deliver, on behalf of and in the name of the Vendor, such deeds, transfers, share certificates, resignations, and other documents that may be necessary to complete the Sale Transaction and each Shareholder, to the extent it may be a Vendor irrevocably appoints any Shareholder who becomes a Purchaser in a Sale Transaction its attorney in that behalf in accordance with the Powers of Attorney Act (Ontario), with no restriction or limitation in that regard and declaring that this power of attorney may be exercised during any subsequent legal incapacity on its part.

Non-Completion by Vendor. (a) If, at the time Time of closingClosing, the Vendor fails to complete the Sale Transaction, the Purchaser shall have the right, if not in default under this Agreement, without prejudice to any other rights which the Purchaser it may have, make payment of the purchase price Purchase Price payable to the Vendor at the time Time of closing Closing by depositing such amount to the credit of the Vendor in any the main branch of the Corporation's bankersbankers in the City of Sault Ste Xxxxx. Such deposit shall constitute valid and effective payment of such amount to the Vendor irrespective of any action the Vendor may have taken to transfer or grant of Lien on the Purchased Shares. If the purchase price Purchase Price has been so paid, then from and after the date of deposit, the Sale Sales Transaction shall be deemed to have been fully full completed and all right, title, benefit and interest, both at law and in equity and to the Purchased Shares shall conclusively be deemed to have been transferred to and become vested in the Purchaser and all right, title, benefit, benefit and interest, both at law and in equity, in and to the Purchased Shares of the Vendor or of any transferee or assignee of the Vendor shall cease and determine. The Purchaser shall also have the right to execute and deliver, on behalf of and in the name of the Vendor, such deeds, transfers, share certificates, resignations, resignations and other documents that may be necessary to complete the Sale Transaction and each Shareholder, to the extent it may be a Vendor irrevocably appoints any Shareholder who becomes a Purchaser in a Sale Transaction its attorney in that behalf in accordance with the Powers of Attorney Substitute Decisions Act (Ontario), with no restriction or limitation in that regard and declaring that this power of attorney may be exercised during any subsequent legal incapacity on its part. (b) The Vendor shall be entitled to receive the amount deposited with the Corporation's bankers pursuant to Article 17.8(a) together with the releases and indemnifies to which it may be entitled pursuant to Article 17 on delivery to the Purchaser of the documents referred to in Article 17 and in compliance with all other provisions of this Agreement.

Non-Completion by Vendor. If, at the time Time of closingClosing, the Vendor fails to complete the Sale Transaction, the Purchaser shall have the right, if not in default under this Agreement, without prejudice to any other rights which the Purchaser it may have, make payment of the purchase price Purchase Price payable to the Vendor at the time Time of closing Closing by depositing such amount to the credit of the Vendor in any the main branch of the Corporation's bankersbanker at which the General Partner maintains an account or accounts for the Partnership. Such deposit shall constitute valid and effective payment of such amount to the Vendor irrespective of any action the Vendor may have taken to transfer or grant of Lien on the Purchased SharesUnits. If the purchase price Purchase Price has been so paid, then from and after the date of deposit, the Sale Sales Transaction shall be deemed to have been fully full completed and all right, title, benefit and interest, both at law and in equity and to the Purchased Shares Units shall conclusively be deemed to have been transferred to and become vested in the Purchaser and all right, title, benefit, benefit and interest, both at law and in equity, in and to the Purchased Shares Units of the Vendor or of any transferee or assignee of the Vendor shall cease and determine. The Purchaser shall also have the right to execute and deliver, on behalf of and in the name of the Vendor, such deeds, transfers, share unit certificates, resignations, resignations and other documents that may be necessary to complete the Sale Transaction and each ShareholderLimited Partner, to the extent it may be a Vendor irrevocably appoints any Shareholder Limited Partner who becomes a Purchaser in a Sale Transaction its attorney in that behalf in accordance with the Powers of Attorney Act (Ontario)behalf, with no restriction or limitation in that regard and declaring that this power of attorney may be exercised during any subsequent legal incapacity on its part.

Non-Completion by Vendor. If, at the time of closingClosing, the Vendor fails to complete the a Sale Transaction, the Purchaser shall have the right, if not in default under this Agreement, without prejudice to any other rights which the Purchaser it may have, make upon payment of the purchase price Purchase Price payable to the Vendor at the time of closing by depositing such amount Closing to the credit of the Vendor in any the main branch of the Corporation's bankers. Such deposit shall constitute valid and effective payment of such amount to the Vendor irrespective of any action the Vendor may have taken to transfer or grant of Lien on the Purchased Shares. If the purchase price has been so paid, then from and after the date of deposit, the Sale Transaction shall be deemed to have been fully completed and all right, title, benefit and interest, both at law and in equity and to the Purchased Shares shall conclusively be deemed to have been transferred to and become vested bankers in the Purchaser and all rightCity of Vancouver or the City of New York, title, benefit, and interest, both at law and in equity, in and to the Purchased Shares of the Vendor or of any transferee or assignee of the Vendor shall cease and determine. The Purchaser shall also have the right to execute and deliver, on behalf of and in the name of the Vendor, such deeds, transfers, share certificates, resignations, and resignations or other documents that may be necessary to complete the Sale Transaction and each Shareholderparty, to the extent it may be a Vendor hereunder, hereby irrevocably appoints any Shareholder party who becomes a Purchaser in a Sale Transaction its attorney on its behalf with full power of substitution, in the name of the Vendor but on behalf of and at the expense of the Purchaser, to execute and deliver all deeds, transfers, assignments and assurances necessary to effectively Transfer the interest being sold to the Purchaser or its nominees. The appointment, being coupled with an interest, is irrevocable by each Shareholder and each Shareholder agrees to ratify and confirm all that behalf a Purchaser may do or cause to be done pursuant to the foregoing. Each Shareholder consents to any Transfer of Shares made pursuant to the foregoing. The power of attorney granted in accordance with the Powers this Section 6.5 is not intended to be a CPOA. The execution of Attorney Act (Ontario), with no restriction or limitation in that regard this Agreement shall not terminate any CPOA granted by a Shareholder previously and declaring that this power of attorney may shall not be exercised during terminated by the execution by a Shareholder in the future of a CPOA, and each Shareholder agrees not to take any subsequent legal incapacity on its partaction that results in the termination of this power of attorney. Upon such execution and delivery of such documents by the Purchaser, the Purchaser's name shall be entered in the registers of the Corporation in exercise of the aforesaid power, and the validity of the proceedings shall not be subject to question by any person. On such registration, the Vendor shall cease to have any right to or in respect of the Shares to be sold except the right to receive, without interest, the purchase price for the Shares deposited with the Corporation's banker.

Non-Completion by Vendor. If, at the time of closing, (1) If the Vendor fails to complete the Sale Transaction, the Purchaser shall have the right, if not in default under this Agreement, without prejudice to any other rights which the Purchaser it may have, to make payment of the purchase price payable to the Vendor at the time of closing by depositing such amount to the credit of the Vendor in any the main branch of the CorporationCompany's bankers. Such deposit shall constitute valid and effective payment of such amount to the Vendor irrespective of any action the Vendor may have taken to transfer or grant of Lien on the Purchased SharesVendor. If the purchase price has been so paid, then from and after the date of deposit, the Sale Transaction shall be deemed to have been fully completed and all right, title, benefit and interest, both at law and in equity and to the Purchased Shares being sold pursuant to such Sale Transaction shall conclusively be deemed to have been transferred to and become vested in the Purchaser and all right, title, benefit, benefit and interest, both at law and in equity, in and to the Purchased Shares of the Vendor or of any transferee or assignee of the Vendor such shall cease and determine. The Purchaser shall also have the right to execute and deliver, on behalf of and in the name of the Vendor, such deeds, transfers, share certificates, resignations, certificates and other documents that may be necessary to complete the Sale Transaction Transaction, and each Shareholder, to the extent it may be a Vendor Vendor, irrevocably appoints any Shareholder who becomes a Purchaser in a Sale Transaction its attorney true and lawful attorney, with full power of substitution in that the name of and on behalf of such Shareholder, in accordance with the The Powers of Attorney Act (Ontario), with no restriction or limitation in that regard and declaring that this power of attorney being coupled with an interest may be exercised during any subsequent legal incapacity on its part, to execute and deliver all such agreements and documents as may be necessary to permit the completion of the applicable Sale Transaction as provided in this Agreement. This power of attorney shall not be revoked or terminated by any act or thing unless this Agreement is terminated or unless such Shareholder ceases to be bound by the provisions of this Agreement. (2) The Vendor shall be entitled to receive the amount deposited with the Company's bankers pursuant to Section 11.5(1) on delivery to the Purchaser of the documents referred to in Section 11.2 and in compliance with all other provisions of this Agreement.

Non-Completion by Vendor. (1) If, at the time Time of closingClosing, the Vendor fails to complete the Sale Transaction, the Purchaser shall have the right, if not in default under this Agreement, without prejudice to any other rights which the Purchaser it may have, make payment of the purchase price Purchase Price payable to the Vendor at the time Time of closing Closing by depositing such amount to the credit of the Vendor in any the main branch of the CorporationCompany's bankersbankers in Trail, British Columbia. Such deposit shall constitute valid and effective payment of such amount to the Vendor irrespective of any action the Vendor may have taken to transfer or grant of Lien on the Purchased Shares. If the purchase price Purchase Price has been so paid, then from and after the date of deposit, the Sale Sales Transaction shall be deemed to have been fully full completed and all right, title, benefit and interest, both at law and in equity and to the Purchased Shares shall conclusively be deemed to have been transferred to and become vested in the Purchaser and all right, title, benefit, benefit and interest, both at law and in equity, in and to the Purchased Shares of the Vendor or of any transferee or assignee of the Vendor shall cease and determine. The Purchaser shall also have the right to execute and deliver, on behalf of and in the name of the Vendor, such deeds, transfers, share certificates, resignations, resignations and other documents that may be necessary to complete the Sale Transaction and each Shareholder, to the extent it may be a Vendor irrevocably appoints any Shareholder who becomes a Purchaser in a Sale Transaction its attorney in that behalf in accordance with the Powers of Attorney Act (Ontario)behalf, with no restriction or limitation in that regard and declaring that this power of attorney may be exercised during any subsequent legal incapacity on its part. (2) The Vendor shall be entitled to receive the amount deposited with the Company's bankers pursuant to paragraph 9.8(1) together with the releases and indemnities to which it may be entitled pursuant to Section 9.3 and Section 9.4 on delivery to the Purchaser of the documents referred to in Section 9.2 and in compliance with all other provisions of this Agreement.

Non-Completion by Vendor. (a) If, at the time Time of closingClosing, the Vendor fails to complete the Sale Transaction, the Purchaser shall have the right, if not in default under this Agreement, without prejudice to any other rights which the Purchaser it may have, make payment of the purchase price Purchase Price payable to the Vendor at the time Time of closing Closing by depositing such amount to the credit of the Vendor in any the main branch of the Corporation's bankersbankers in the City of (city). Such deposit shall constitute valid and effective payment of such amount to the Vendor irrespective of any action the Vendor may have taken to transfer or grant of Lien on the Purchased Shares. If the purchase price Purchase Price has been so paid, then from and after the date of deposit, the Sale Sales Transaction shall be deemed to have been fully full completed and all right, title, benefit and interest, both at law and in equity and to the Purchased Shares shall conclusively be deemed to have been transferred to and become vested in the Purchaser and all right, title, benefit, benefit and interest, both at law and in equity, in and to the Purchased Shares of the Vendor or of any transferee or assignee of the Vendor shall cease and determine. The Purchaser shall also have the right to execute and deliver, on behalf of and in the name of the Vendor, such deeds, transfers, share certificates, resignations, resignations and other documents that may be necessary to complete the Sale Transaction and each Shareholder, to the extent it may be a Vendor irrevocably appoints any Shareholder who becomes a Purchaser in a Sale Transaction its attorney in that behalf in accordance with the Powers of Attorney Act (Ontariorelevant act), with no restriction or limitation in that regard and declaring that this power of attorney may be exercised during any subsequent legal incapacity on its part. (b) The Vendor shall be entitled to receive the amount deposited with the Corporation's bankers pursuant to Article 17.8(a) together with the releases and indemnifies to which it may be entitled pursuant to Article 17 on delivery to the Purchaser of the documents referred to in Article 17 and in compliance with all other provisions of this Agreement.