One Transaction Sample Clauses

One Transaction. All the actions and deliveries which are required to take place at Closing shall be deemed to take place simultaneously and such actions and deliveries are to be considered one and the same action, so that, at the option of the Party having interest in the carrying out of the specific action or delivery, Closing shall not be deemed to have occurred unless and until all such actions and deliveries take place as provided in this Agreement.

One Transaction. The Closing actions set out in Sections 6.2, 6.3, 6.4 and 9.2(c) shall be regarded as forming part of one single transaction so that, if any Party fails to take any such action applicable to it, Closing shall only be deemed to have occurred if the other Party confirms in writing that it accepts that Closing shall nevertheless occur (without prejudice to all rights or remedies available, including the right to claim compensation for damages).

One Transaction. This Agreement relates to the transaction recorded and contemplated herein and no other transaction.

One Transaction. All the Closing Actions shall be regarded as one single transaction so that, at the option of the Party having specific interest in its performance, no Closing Action will be deemed to have taken place if and until all other Closing Actions will have been fully performed in accordance with this Agreement.

One Transaction. All actions and transactions constituting the Closing of the Option pursuant to section 4.3 above shall be regarded as one single transaction, so that, at the option of the Party having interest in the performance of any relevant specific action or transaction, no action or transaction constituting the Closing of the Option shall be deemed to have taken place if and until all other actions and transactions constituting the Closing of the Option shall have been properly performed in accordance with the provisions of this Agreement.

One Transaction. It is agreed that (i) all actions and transactions constituting the Closing under the Purchase Agreement (including the transfer and delivery of the Subject Interest) and (ii) all actions and transactions occurring on the Closing pursuant to this Agreement, shall be regarded as one single transaction so that, at the option of the Party having interest in the carrying out of the specific action or transaction, no action or transaction shall be deemed to have taken place unless and until (x) all other actions and transactions constituting the Closing under the Purchase Agreement and (y) all other actions and transactions occurring on the Closing pursuant to this Agreement, have taken place.

One Transaction. Any and all actions and transactions constituting the Closing (including all the documents to be executed on the Closing Date and deliveries to be carried out on the Closing Date) pursuant to this Agreement, and any and all actions and transactions constituting the closing (including all the documents to be executed on the closing date and deliveries to be carried out on the closing date) pursuant to the MIP SPA and the Subscription Agreements, shall be regarded for the purposes of the Closing as one single transaction so that, at the option of the Party having an interest in the carrying out of the specific action or transaction, no such action or transaction shall be deemed to have been consummated until all others actions and transactions constituting the Closing and the closing under the MIP SPA and the closing under the Subscription Agreements have been consummated. For the avoidance of doubt, notwithstanding Paragraph 2.1(vi), Buyer may elect to consummate the Closing, at its discretion, even if one or more of the Sellers fail to transfer their respective Shares, without prejudice to such Seller’s liability arising out of the breach of its obligations under this Agreement or the MIP SPA (as the case may be). Notwithstanding anything to the contrary, the parties shall cooperate in good faith to agree on and implement closing mechanics in respect of this Agreement, the MIP SPA and the Subscription Agreements such that (i) each of the steps of the closing under each of the foregoing agreements occurs substantially concurrently, and (ii) the delivery of any cash payments made pursuant to this Agreement and the Subscription Agreements, respectively, will be subject to netting. In addition, the Parties acknowledge that the Violet Parties may wish to assign and transfer (intestare fiduciariemente) the ▇▇▇▇▇▇ ▇▇▇▇▇ Shares, on a fiduciary basis, to the Fiduciary Company pursuant to and for the purpose of Law. No. 1939/1966, prior to Closing for the purpose of facilitating the Closing and, if the Violet Parties so elect, the Parties agree to implement such fiduciary construct in a customary manner, including by making any relevant changes to the Closing mechanics otherwise contemplated herein.

One Transaction. 4.3.1 All actions and transactions set forth in previous Clause 4.2 of this Agreement shall be regarded as one and a single transaction so that such actions and ​ ​ transactions shall be deemed to occur simultaneously, and no such action or transaction shall be deemed to have been consummated until all such transactions have been consummated. If any action set out in Clause 4.2 is not fulfilled in full compliance with this Agreement, the non-breaching Party shall be entitled, by written notice to the breaching Party, to: (i) proceed to Closing as far as reasonably practicable, provided that the breaching Party shall use all reasonable endeavors to procure that such obligation(s) is fulfilled as soon as practicable following Closing and in any event within 30 (thirty) days after the scheduled Closing Date; (ii) defer the Closing Date to such date as the non-breaching Party may specify (being no more than 5 (five) Business Days following the scheduled Closing Date and provided that Closing may only be deferred once); or (iii) to the maximum possible extent, any and all the other actions and transactions performed in the context of the Closing, shall be unwound and reversed back so as to reconstitute the original status quo and this Agreement shall be terminated. If the non-breaching Party postpones Closing to another date in accordance with this Clause, the provisions of this Agreement shall apply as if that date is the originally scheduled Closing Date.

One Transaction. All actions and transactions set forth in previous Section 7.2 and 7.3 shall be regarded as one and a single transaction so that, at the option of the Party having interest to the carrying out of the specific action or transaction, no action or transaction shall be deemed to have taken place if and until all other actions and transactions constituting the Closing shall have taken place as provided in this Agreement.