RATIONALE FOR THE REVOCATION Sample Clauses

RATIONALE FOR THE REVOCATION. The Board of Directors of Hua-An have decided to acquire outright 100% equity interest in TPI instead of the total effective interest of 51% as previously contemplated under the abovementioned SA, SPA and Shareholders’ Agreement which were executed on 3 April 2019, as well as varying certain terms and conditions relating to the proposed acquisition thereof.
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RATIONALE FOR THE REVOCATION. The Revocation is deemed an expedient and necessary step to facilitate the modifications to the structure of the transaction following discussions/negotiations between the Company and the Existing Vendors pursuant to the preliminary findings of the due diligence exercise conducted by the Company. The Revocation would enable the necessary changes to the key terms of the transaction to be appropriately incorporated in the New Share Purchase Agreement dated 6 October 2020 (“New SPA”)(superseding the previous SPA dated 7 August 2020) as further described in Part II below. Amongst others, the New SPA is envisaged to provide equity incentive to the Existing Vendors to ensure that they remain committed to help resolve outstanding issues highlighted in the due diligence exercise as well as to follow through on several high impact contracts currently under negotiation with private entities, the provincial government as well as government related entities.
RATIONALE FOR THE REVOCATION. The Board of Directors of Hua-An have decided to acquire outright 100% equity interest in Wavetree PLT instead of the total effective interest of 51% as previously contemplated under the abovementioned SPA and Shareholders Agreement which were executed on 3 April 2019, as well as varying certain terms and conditions relating to the proposed acquisition thereof.
RATIONALE FOR THE REVOCATION. The rationale for the revocation is due to the cancellation of mixed development contemplated in the Option Agreement dated 8 May 2018.

Related to RATIONALE FOR THE REVOCATION

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  • Announcement of Offering The Company acknowledges and agrees that the Placement Agent may, subsequent to the Closing, make public its involvement with the Offering.

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  • Procedure for Termination The party designated in Section 4.03 of the Trust Agreement shall advise the Securities Administrator in writing of its election to cause a Terminating Purchase, no later than the Distribution Date in the month preceding the Distribution Date on which the Terminating Purchase will occur. Notice of the Distribution Date on which any such termination shall occur (or the Distribution Date on which final payment or other Liquidation of the last Mortgage Loan remaining in the Trust or the disposition of the last REO Property remaining in the Trust will be distributed to Certificateholders, as reflected in the Remittance Report for such month (the “Final Distribution Date”) shall be given promptly by the Securities Administrator by letter to Certificateholders mailed (a) in the event such notice is given in connection with a Terminating Purchase, not earlier than the 15th day of the month preceding such final distribution and not later than the 5th day of the month of such final distribution or (b) otherwise during the month of such final distribution on or before the Servicing Remittance Date in such month, in each case specifying (i) the Final Distribution Date and that final payment of the Certificates will be made upon presentation and surrender of Certificates at the office of the Securities Administrator therein designated on that date, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Final Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office of the Securities Administrator. The Securities Administrator shall give such notice to the Certificate Registrar at the time such notice is given to Certificateholders. In the event such notice is given in connection with a Terminating Purchase, the purchaser shall deliver to the Securities Administrator for deposit in the Certificate Account on the Business Day immediately preceding the Final Distribution Date an amount in next day funds equal to the Termination Price, as the case may be. Upon presentation and surrender of the Certificates on a Distribution Date by Certificateholders, the Securities Administrator shall distribute to Certificateholders (A) the amount otherwise distributable on such Distribution Date, if not in connection with Terminating Purchase, or (B) if in connection with a Terminating Purchase, an amount determined as follows: with respect to each Certificate with an outstanding Certificate Balance, the outstanding Certificate Balance thereof, plus interest thereon through the Accounting Date preceding the Distribution Date fixed for termination and any previously unpaid interest, net of unrealized losses, Realized Interest Shortfall and Shortfall with respect thereto; and in addition, with respect to each Residual Certificate, the Percentage Interest evidenced thereby multiplied by the difference between the Termination Price and the aggregate amount to be distributed as provided in the first clause of this sentence and the next succeeding sentence. Upon the deposit of the Termination Price in the Certificate Account, the Securities Administrator, on behalf of the Trustee, and any Custodian acting as its agent, shall promptly release to the purchaser the Trustee Mortgage Loan Files for the remaining Mortgage Loans, and the Securities Administrator, on behalf of the Trustee, shall execute all assignments, endorsements and other instruments without recourse necessary to effectuate such transfer. The Trust shall terminate immediately following the deposit of funds in the Termination Account as provided below. In the event that all of the Certificateholders shall not surrender their Certificates within six months after the Final Distribution Date specified in the above-mentioned written notice, the Securities Administrator shall give a second written notice to the remaining Certificateholders to surrender their Certificates and receive the final distribution with respect thereto, net of the cost of such second notice. If within one year after the second notice all the Certificates shall not have been surrendered for cancellation, the Securities Administrator may take appropriate steps, or may appoint an agent to take appropriate steps, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the amounts otherwise payable on such Certificates. Any funds payable to Certificateholders that are not distributed on the Final Distribution Date shall be deposited in a Termination Account, which shall be an Eligible Account, to be held for the benefit of Certificateholders not presenting and surrendering their Certificates in the aforesaid manner, and shall be disposed of in accordance with this Section. The Securities Administrator shall establish the Termination Accounts, which shall be Eligible Accounts, on or about the Closing Date.

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