Purchaser’s obligations on Completion. As soon as practicable following satisfaction or waiver of the conditions set out in Clause 5 and against compliance by EFPL with Clause 6.2, there shall be delivered to EFPL evidence of due fulfilment of the conditions specified in Clause 5.2.
Purchaser’s obligations on Completion. Subject to the Vendor satisfying its obligations under clause 4.2, the Purchaser will on Completion pay the Purchase Price as directed in writing by the Vendor.
Purchaser’s obligations on Completion. On Completion, the Purchaser shall by telegraphic or electronic transfer pay the sum of $1.5 million into the following bank account of the Sellers' Solicitors: Account name: Walker Martineau client dollar account Account number: 66520000 Sort code: 15-99-00 Bank name and addrexx: Xxxxrs C. Hoare & Co., 37 Fleet Street, London EC4P 4DQ Xxx xxyment of xxx xxx xx xxx Xxxxxxx' Xxxxxxxxxx xxxxx xischarge the Purchaser's obligation under clause 3 to make that payment to the Sellers, and the Purchaser shall not be concerned to ensure that each Seller receives his due proportion of that payment.
Purchaser’s obligations on Completion. Subject to the Vendor satisfying its obligations under clause 5.2, the Purchaser shall on Completion perform all obligations to be performed by it on Completion under any other clause of this agreement.
Purchaser’s obligations on Completion. On Completion, the Purchaser shall deliver or make available to the Vendors' Solicitors:
5.3.1 a duly certified copy of a resolution of the directors of the Purchaser:
(i) authorising the purchase of the Shares for the consideration and upon the terms set out in this Agreement;
(ii) approving the terms of and authorising the signing of this Agreement; and
(iii) issuing the Consideration Shares referred to in Clause 3.
5.3.2 Against compliance with the foregoing provisions, the Purchaser shall deliver to the Vendors' Solicitors share certificates in respect of the Consideration Shares in the proportions set out in Part 1 of Schedule 1.
Purchaser’s obligations on Completion. Documents, etc to be delivered
Purchaser’s obligations on Completion. 2.1 Against compliance by the Vendors with the provisions of paragraph 1.1 above, the Purchaser shall pay the Cash Consideration of S$513,600 and shall procure the allotment and issuance of the Completion Tranche Consideration Shares by the Listco to the Vendors in accordance with Clause 3.2(a)(i) and Clause 3.2(b)(i).
Purchaser’s obligations on Completion. At Completion the Purchaser will:
5.3.1 Satisfy the Purchase Price as follows:
(a) Deliver to the Vendor transfers of the Purchaser’s Shares in the Vendor, duly executed by the Purchaser and dated as at the Completion Date and in registrable form, together with the share certificates relating thereto (if any) and unconditional releases of the Purchaser’s Shares in the Vendor from all Security Interests over or affecting them (if any);
(b) Subject to clause 5.3.1(d), deliver to the Vendor transfers of the Other Shares in the Vendor to be Transferred Back to the Vendor, duly executed by the owners of them and dated as at the Completion Date and in registrable form, together with the share certificates relating thereto (if any) and unconditional releases of all Security Interests over or affecting them (if any);
(c) As to the balance, by paying $480,000 to the Vendor by electronic transfer in cleared funds to the account of the Vendor to be nominated to the Purchaser prior to Completion;
(d) In the event the Purchaser elects under clause 2.2.2 to satisfy its obligations under clause 2.2.2 as to all or any part of the said sum of $3,617,883.75 referred to in clause 2.2.2, by paying all or part of the said sum to the Vendor in cash, by paying that amount by electronic transfer in cleared funds to the account of the Vendor to be nominated to the Purchaser prior to Completion.
5.3.2 Deliver to the Vendor resignations by each of Xxxxx Xxx Hoong and Xxxx Xxx Xxxx from their positions as directors and from any other offices held by him with the Vendor with effect from Completion and acknowledging that no moneys are owing to them or any of their associated persons by the Vendor whether by way of fees, salary, expenses, compensation for loss of office or otherwise and they have no claims of any nature whatsoever against the Vendor.
Purchaser’s obligations on Completion. On Completion, and subject to compliance by the Vendor with the foregoing provisions of Clause 4.1 and this Clause 6, the Purchaser shall pay the Consideration in the manner specified in Clause 3.2. Receipt of funds in accordance with Clause 3.2 shall constitute full discharge and satisfaction by the Purchaser in respect of the payment of the Consideration. Following Completion but prior to the payment of the second installment of the Consideration as described in Clause 3.3.2, the Vendor shall ensure that the bank account holding proceeds designated for contribution as registered capital of Anhui PetroChina Hengran Petro-Gas Company Limited (“Anhui”) is contributed and that it contributes additional funds so that sufficient proceeds are in the account to make the payment to increase such registered capital. Such contributions will be deemed for all purposes as a shareholder loan by the Purchaser to the Company. If the full amount required to pay such registered capital increase is not contributed prior to the payment of the second installment of the Consideration (or to the extent such funds do not come from a source outside of the Company), the Purchaser shall be entitled to deduct an amount equal to any such shortfall from the payment of the second installment of the Consideration and such deduction shall be deemed a reduction in the Consideration payable hereunder.
Purchaser’s obligations on Completion. Subject to the Vendors satisfying their respective obligations under clause 4.2, on Completion:
(a) Xxxxxxx Australia shall pay or satisfy, as the case may be, to the Vendors the Non-IP Assets Consideration as adjusted to take into account all other payments or allowances due to be made on Completion by Xxxxxxx Australia to the Vendors or by the Vendors to Xxxxxxx Australia
(b) Xxxxxxx Ireland shall pay or satisfy as the case may be, to the Vendors the IP Assets consideration adjusted to take into account all other payments or allowances due to be made on Completion by Xxxxxxx Ireland to the Vendors or by the Vendors to Xxxxxxx Ireland; and
(c) the Purchasers shall perform all other obligations to be performed by the Purchasers on Completion under any other clause of this Agreement.
