Purpose of the Transaction Sample Clauses

Purpose of the Transaction. The transaction which is contemplated in this Agreement is the sale and transfer by the Seller to the Purchaser of 100% (one hundred percent) of the Transferred Shares and the Branches. Xxxxx may authorize that the Branches will be transferred directly to the latter or to the legal person authorized by Xxxxx".
Sample 1
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Purpose of the Transaction. In December 2019, Sumitomo Dainippon Pharma made Urovant its consolidated subsidiary pursuant to the Strategic Alliance with Roivant Sciences Ltd. (Head Offices: London and Basel) (Sumitovant's ownership: 72.4%, as of November 9, 2020). Sumitomo Dainippon Pharma and Sumitovant will place Urovant a wholly owned subsidiary in order to provide optimal support for Urovant, which requires funding and other support for the launch in the U.S. of vibegron, whose New Drug Application has been submitted to the U.S. Food and Drug Administration (FDA), and to maximize the value of vibegron.
Sample 1
Purpose of the Transaction. Terra Gold desires to acquire 100% control of the Terra Project, and Raven is willing to sell Raven’s JV Interest to Terra Gold upon substantially the terms set forth in this Letter of Intent.
Sample 1
Purpose of the Transaction. The Advanced Materials & Tools Company of Mitsubishi Materials mainly conducts manufacturing and sales of cemented carbide products required in the processing of metal parts used in automobiles, aircrafts and other industrial devices. As a comprehensive cemented carbide product manufacturer that possesses an integrated supply chain ranging from raw materials and finished products to recycling of used cemented carbide products, Mitsubishi Materials utilizes its strengths of materials development and production technology to offer a broad lineup of cemented carbide products with outstanding abrasion resistance and chipping resistance. We supply these products to our customers through a solid sales network spanning more than 60 countries throughout the world. In the future, by expanding our overseas sales network and production bases centered in developing nations, Mitsubishi Materials will increase sales in automotives, aerospace and medical fields for which sustained demand growth is forecasted on a global level. The target of Mitsubishi Materials is to capture a global share of 10% or more in the cemented carbide products market. On the other hand, Hitachi Metals conducts global business in the automotive, electronics, industrial infrastructure and aerospace fields as a manufacturer of highly functional materials based on materials technology and development capability. Recently, actions for realizing a low-carbon society are being implemented in countries and regions throughout the world. Amidst such circumstances, in addition to concentrating its management resources in environment-friendly products and accelerating market entry, Hitachi Metals is working to strengthen its corporate condition and ensure sustained growth. In particular, in its specialty steel business, Hitachi Metals is working to enhance its business foundation for tool steel through unique materials technology and development capability. The company is also expanding business by targeting aerospace and energy-related products as growth fields. Based on its company philosophy of contributing to customers and society through development technology, Hitachi Tool is a cemented carbide product manufacturer of advanced tools that enable high-precision, high-efficiency and high-speed processing. In particular, based on strengths in surface modification and shape technology, Hitachi Tool specializes in the processing of difficult-to-cut material and complicated shapes such as three-dimensional ...
Sample 1

Related to Purpose of the Transaction

  • Consummation of the Transaction Each Party shall, and shall cause its respective Affiliates to, (i) make or cause to be made any filings to the extent required or requested of such Party or any of its Affiliates under any applicable Laws or by any Governmental Authority with competent jurisdiction with respect to this Agreement and the other Transaction Documents as promptly as is reasonably practicable; (ii) reasonably cooperate with the other Parties and furnish all information in such Party’s possession that is necessary in connection with any other Party’s filings; (iii) use commercially reasonable efforts to secure the expiration or termination of any applicable waiting period and clearance or approval by any relevant Governmental Authority with respect to this Agreement and the other Transaction Documents as promptly as is reasonably practicable (including, with respect to Acquirors, by refraining from acquiring or seeking to acquire any entity or assets (other than pursuant to the transactions contemplated by this Agreement) that would present a material risk of delaying or making it more difficult to secure such Required Approvals); (iv) promptly inform the other Parties of (and, at any other Party’s reasonable request, supply to such other Party) any communication (or other correspondence, submission or memoranda) from or to, and any proposed understanding or agreement with, any Governmental Authority in respect of any applicable filings; (v) comply, as promptly as is reasonably practicable and with due regard to maintaining the confidentiality of information that would be commercially harmful if publicly disclosed, with any requests received by such Party or any of its Affiliates under any Laws for additional information, documents, submissions or other materials; (vi) use commercially reasonable efforts to respond to and resolve any objections as may be asserted by any Governmental Authority with respect to this Agreement and the other Transaction Documents; and (vii) use commercially reasonable efforts to contest and resist any Proceeding instituted (or threatened in writing to be instituted) by any Governmental Authority challenging this Agreement and the other Transaction Documents as violative of any Law. Notwithstanding anything to the contrary in this Section 6.2, materials and information provided to another Party or its outside counsel may be redacted, or to the extent reasonably necessary withheld entirely, (x) to remove references or other information concerning the valuation of the Subject Interests, (y) as necessary to comply with contractual arrangements (other than any contractual arrangements specifically entered into in order to avoid disclosure under this Section 6.2) and (z) as necessary to address reasonable attorney-client or other privilege or confidentiality concerns. Notwithstanding anything to the contrary in this Agreement, no Acquiror, nor any of the Equity Investors, nor any of their respective Affiliates or Subsidiaries (including, for the avoidance of doubt, any direct or indirect portfolio companies of investment funds advised or managed by an Equity Investor or its Affiliates) will be required to sell, license, divest of, hold separate or dispose of its or any of its Affiliates’ businesses, product lines or assets or any interest therein.

  • Consummation of the Transactions Subject to the terms and conditions of this Agreement, each party shall use its commercially reasonable efforts to cause the Closing to occur upon the terms and conditions set forth herein. FCG shall cooperate with the Investor, and the Investor shall cooperate with FCG, in filing any necessary applications, reports or other documents with, giving any notices to, and seeking any consents from, all Governmental Entities and all third parties as may be required in connection with the consummation of the transactions contemplated by this Agreement, and each party requesting such cooperation shall reimburse the other party's reasonable out-of-pocket expenses in providing such cooperation.

  • Closing of the Transaction All conditions precedent to effect the closing of the Transaction shall have been satisfied or waived (other than those conditions that, by their nature, may only be satisfied at the consummation of the closing of the Transaction but subject to satisfaction or waiver thereof).

  • Closing of the Transactions The Transactions set forth in the Business Combination Agreement shall have been or will be consummated substantially concurrently with the Closing.

  • Terms of the Transaction 9 2.1 Agreement to Sell and to Purchase the Securities................ 9 2.2

  • PURPOSE OF THE TRUST The purpose of the Trust shall be to (a) manage, conduct, operate and carry on the business of an investment company; (b) subscribe for, invest in, reinvest in, purchase or otherwise acquire, hold, pledge, sell, assign, transfer, exchange, distribute or otherwise deal in or dispose of any and all sorts of property, tangible or intangible, including but not limited to Securities of any type whatsoever, whether equity or nonequity, of any issuer, evidences of indebtedness of any person and any other rights, interest, instruments or property of any sort to exercise any and all rights, powers and privileges of ownership or interest in respect of any and all such investment of every kind and description, including without limitation, the right to consent and otherwise act with respect thereto, with power to designate one or more Persons to exercise any of said rights, powers and privileges in respect of any of said investments. The Trustees shall not be limited by any law limiting the investments which may be made by fiduciaries.

  • Purpose of the Agreement ‌ The purpose of this Agreement is to authorize PDL NPDL to charter space to PFLG in the Trade (as hereinafter defined).

  • Conditions to the Transaction 7.1 Conditions to Obligations of Each Party to Effect the Transaction. The respective obligations of each party to this Agreement to effect the Transaction shall be subject to the satisfaction at or prior to the Closing Date of the following conditions:

  • The Transactions (a) It is acknowledged and agreed that, notwithstanding any other provision of this Agreement to the contrary, the facility provided under this Agreement is (i) a committed facility with respect to the Committed Amount and (ii) an uncommitted facility with respect to the Uncommitted Amount, and Purchaser shall have no obligation to enter into any Transactions hereunder with respect to the Uncommitted Amount. All purchases of Mortgage Loans hereunder shall be first deemed committed up to the Committed Amount and then the remainder, if any, shall be deemed uncommitted up the Uncommitted Amount.

  • Purpose of the Loan The purpose of the Loan is to provide financing for the Borrower’s activities and investments.

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