Purchaser Rights. At the Effective Time, each issued and outstanding Purchaser Right shall be automatically converted into the number of Pubco Ordinary Shares that would have been received by the holder thereof if such Purchaser Right had been converted upon the consummation of a Business Combination in accordance with Purchaser’s Organizational Documents, the IPO Prospectus and the Rights Agreement into Purchaser Ordinary Shares, but for such purposes treating it as if such Business Combination had occurred immediately prior to the Effective Time and the Purchaser Ordinary Shares issued upon conversion of the Purchaser Rights had then automatically been converted into Pubco Ordinary Shares in accordance with Section 1.6(b) above. At the Effective Time, the Purchaser Rights shall cease to be outstanding and shall automatically be canceled and retired and shall cease to exist. The holders of certificates previously evidencing Purchaser Rights outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Purchaser Rights, except as provided herein or by Law. Each certificate formerly representing Purchaser Rights shall thereafter represent only the right to receive Pubco Ordinary Shares as set forth herein.
Purchaser Rights. Seller acknowledges that because it has sold the Purchased Loans to Purchaser, Purchaser shall have all the rights associated with such Purchased Loans, including the right to take any action against any Borrower for non-payment subject to the provisions of the Servicing Agreement and in accordance with Applicable Law.
Purchaser Rights. At the Second Effective Time, each issued and outstanding Purchaser Right shall be automatically converted into one-eighth of one share of Pubco Common Stock provided that no fractional shares of Pubco Common Stock will be issued. At the Second Effective Time, the Purchaser Rights shall cease to be outstanding and shall automatically be canceled and retired and shall cease to exist. The holders of certificates previously evidencing Purchaser Rights outstanding immediately prior to the Second Effective Time shall cease to have any rights with respect to such Purchaser Rights, except as provided herein or by Law. Each certificate formerly representing Purchaser Rights shall thereafter represent only the right to receive Pubco Common Stock as set forth herein.
Purchaser Rights. If Seller shall not give a Notice of Cure with respect to each fact, condition, requirement and/or exception which is the subject of any proper Notice of Objection, Purchaser thereupon shall have the right in the sole discretion of Purchaser and as Purchaser’s exclusive right and remedy hereunder to elect to terminate this Agreement under and in accordance with the provisions of Section 2(c) hereof and Escrow Agent shall promptly return the Additional Deposit (to the extent such Additional Deposit was made by Purchaser) to Purchaser, it being agreed that, if Purchaser for any reason shall fail to so terminate this Agreement, then Purchaser conclusively shall be deemed to have elected to close hereunder without abatement of the Purchase Price or any claim against Seller notwithstanding the existence of such fact, condition, requirement and/or exception.
Purchaser Rights. From and after the Closing Date, so long as the Purchaser or its Affiliates hold, in the aggregate, at least: (i) 10.0% of the outstanding Common Stock; or (ii) 1.5 million shares of the Common Stock (with appropriate adjustment made for any stock dividend, split-up or subdivision or any combination or reclassification made or effected subsequent to the Closing Date), in each case, assuming that the Securities or other rights convertible into or exchangeable or exercisable for shares of the Common Stock have been converted, exchanged or exercised (the "Consultation Period"):
(a) The Purchaser shall be able to appoint a non-voting representative to attend meetings of the Board of Directors of the Company, to change the representative so appointed at any time and, upon the resignation or other vacancy of such representative for any reason, to reappoint such a representative. In addition, the Company shall provide the Purchaser with a copy of any materials to be distributed or discussed at such meetings at the same time as provided to members of the Board of Directors.
(b) During the Consultation Period, the Purchaser shall be entitled, from time to time, to make proposals, recommendations and suggestions to the Company relating to the business and affairs of the Company.
(c) During the Consultation Period, the Company shall permit the Purchaser at all reasonable times and at the Purchaser's expense, to discuss the Company's business and affairs with its officers and directors.
(d) During the Consultation Period, the Company shall permit the Purchaser, at all reasonable times and at the Purchaser's expense, to examine such books, records, documents and other written information in the possession of the Company relating to its affairs as the Purchaser may reasonably request.
(e) Anything in this Section 5.4 to the contrary notwithstanding, the rights granted to the Purchaser under this Section 5.4 shall be suspended during any period of time during which the Company's Board of Directors includes at least one Purchaser Director.
Purchaser Rights. Supplier acknowledges that Purchaser is the sole owner of Purchaser Intellectual Property and of all data and information relating to the Products, including the Specifications and any other information relating thereto delivered by Purchaser to Supplier under this Agreement, except to the extent such information is in the public domain, without breach of Supplier’s confidentiality obligations or owned by a Third Party.
Purchaser Rights. At the Second Merger Effective Time, each issued and outstanding Purchaser Right shall be automatically converted into such number of Pubco Class A Ordinary Shares in the form of Pubco ADSs equal to the number of Purchaser Ordinary Shares that would have been received by the holder thereof if such Purchaser Right had been converted upon the consummation of a Business Combination in accordance with the Purchaser Charter and the IPO Prospectus into Purchaser Ordinary Shares, but for such purposes treating it as if such Business Combination had occurred immediately prior to the Second Merger Effective Time and the Purchaser Ordinary Shares issued upon conversion of the Purchaser Rights had then automatically been converted into Pubco Class A Ordinary Shares in the form of Pubco ADSs in accordance with Section 2.2(a) above. At the Second Merger Effective Time, the Purchaser Rights shall cease to be outstanding and shall automatically be canceled and retired and shall cease to exist. The holders of certificates previously evidencing Purchaser Rights outstanding immediately prior to the Second Merger Effective Time shall cease to have any rights with respect to such Purchaser Rights, except as provided herein or by Law. Each certificate formerly representing Purchaser Rights shall thereafter represent only the right to receive Pubco Class A Ordinary Shares in the form of Pubco ADSs as set forth herein.”
(h) Section 2.7 of the Original Agreement is hereby deleted in its entirety and replaced with the following:
Purchaser Rights. Rights and liberties of the Purchaser/s in common with the same will be entitled, permitted or authorized, to all other persons in occupants at all the times of the day or night, and, for all lawful purposes to go, pass and re-pass over all the common areas like lobbies, terraces, lifts, staircases and passages inside and outside the residential apartment/building and on the common areas in the Schedule ‘A’ Property. Right to subjacent and lateral support and shelter and protection to each of the apartments in the building from the other parts of the residential apartment building and from the side and the roof thereof. Free and uninterrupted passage of running water, sewerage, soil, gas, electricity and communications from and to the apartment through sewers, drains and water courses, pipes, cables and wires which are now, or may at any time hereafter be, in, under or passing through the residential apartment building or any part thereof. Right to lay cables or wires through common walls or passages for telephone installation, video and computer and other installations; however, respecting the equal rights of the other apartment owners. All that piece and parcel of immovable property bearing Survey No. 8/8, measuring to an extent of 14 Guntas, situated at Thindlu Village, Yelahanka Hobli, Bengaluru North Taluk, Bengaluru Urban District, Bengaluru duly converted vide Official Memorandum bearing No. ALN (NAY) SR:205/2011-12, dated 19/03/2012 bounded on: East by : Survey No.3 West by : Remaining Land of Survey No.8/8 North by : Road South by : Survey No.8/7 & Remaining portion of Survey No.3/2, presently by Road. Undivided share, right, title and interest in all that piece and parcel of the Property described in the Schedule ‘A’ mentioned hereinabove equivalent to _______ Sq. ft. AN APARTMENT/FLAT bearing No.__ on the _______ Floor of the Residential Complex known as "DREAMZ SUPRABHATA” be built at the cost of the Second Party on the Schedule ‘A’ Property measuring to an extent of _______ Sq. ft., of super built-up area consisting of ____ bedrooms, kitchen, bathroom, toilet, with vitrified flooring. Structure : RCC Framed Structure Walls : 6” thick cement blocks for exterior Walls and 4” thick cement block for Internal walls. Doors Frames : Main Door Frame Teak wood & veneer finishing and Xxx xxxx for other frames and Flush Doors. Windows : Aluminum windows with security Grill/s. Flooring : Vitrified (2’x2’) for living, Dining Semi vitrified for kitchen, Bed...
Purchaser Rights. Without prejudice to any other right or remedy available to the Purchaser, if in any respect the requirements of clause 12.2 (Seller's Obligations) are not complied with at the time and on the date set for Completion in accordance with clause 12.1, the Purchaser may (at its discretion) by written notice to the Seller:
13.2.1 defer Completion to a date determined by the Purchaser and notified to the Seller in writing (being not more than [●] ([●]) Business Days after the Long Stop Date (and so that the provisions of this clause 13.2 shall apply to Completion as so deferral)) and in any case without prejudice to any other rights and remedies it may have (for the avoidance of doubt, any deferred of Completion pursuant to this clause 13.2.1 to a date falling after the Long Stop Date shall amend the Long Stop Date to such date);
13.2.2 waive all or any of the requirements contained or referred to in clause 12.2 (Seller's Obligations) and/or proceed to Completion as far as practicable (including, at the Purchaser's option, completion of the purchase of some only of the Assets) and in any case without prejudice to any other rights or remedies it may have; and/or
13.2.3 without prejudice to any other rights or remedies which it may have, terminate this Agreement by notice in writing to the Seller in which case the provisions of clause 22.3 (Consequences of Termination) of this Agreement shall apply.
Purchaser Rights. Seller acknowledges and agrees that in the event any amounts collected from the tenants under the Leases for Rents, CAM Charges, Taxes or other items for 2009 is less than the amount due from the tenants pursuant to the Leases for such items, , Purchaser may seek the remaining monies from the tenants in accordance with the terms of the respective Leases.
