Stakeholder Documents Sample Clauses

Stakeholder Documents. 6.1 Upon execution of this Agreement, the Vendor shall deposit with the Parties’ Solicitors as stakeholders the following documents (hereinafter collectively referred to as the “Stakeholder Documents”):- (a) the instruments of transfer duly executed by the Vendor for the transfer of all the Said Sale Shares to the Purchaser; (b) the relevant original share certificates for Said Sale Shares; (c) a directors’ resolution of IRG SAMOA approving the sale and transfer of the Said Sale Shares by the Vendor to the Purchaser;
Sample 1
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Stakeholder Documents. Concurrently on the date of the Agreement, the Vendor shall deposit with the Documentation Stakeholder the following documents (“Stakeholder Documents”): (i) the original share certificates in respect of all the Sale Shares (if any); (ii) the instruments of transfer under Section 105 of the Companies Act in respect of the Sale Shares duly executed by the Vendor as transferor in favour of the Purchaser as transferee (“Transfer”); (iii) the resolution of the board of directors and shareholders of the Vendor approving the sale and transfer of the Sale Shares upon terms and conditions contained in the Agreement; and (iv) the duly executed and undated resignation letters of the directors of SMF and its Subsidiaries (“Group Company”) representing the Vendor and each confirming that no liability is outstanding from the relevant Group Company to him/her.
Sample 1
Stakeholder Documents. 2.1 Simultaneously with the execution of this Agreement, the Vendor shall deliver or caused to be delivered to the Investor with the following documents: (a) the share transfer form duly executed by the Vendor for the transfer of the Sale Shares to the Investor or its nominee(s); (b) the relevant original share certificates for the Sale Shares; and (c) the directors’ resolution(s) of the Company approving the sale of the Sale Shares by the Vendor to the Investor or its nominee(s) and for the said transfer of the Sale Shares to be registered in the Company’s Register of Members. (hereinafter collectively referred to as “the Stakeholder Documents”).
Sample 1
Stakeholder Documents. 6.1 Upon execution of this Agreement, the Vendor shall deposit with the Parties’ Solicitors as stakeholders the following documents (hereinafter collectively referred to as the “Stakeholder Documents”):- (a) the instruments of transfer duly executed by the Vendor for the transfer of all the Said Sale Shares to the Purchaser; (b) the relevant original share certificates for Said Sale Shares; (c) a directors’ resolution of IRG SAMOA approving the sale and transfer of the Said Sale Shares by the Vendor to the Purchaser; (f) the relevant stamp duty adjudication form (if applicable) duly completed by the Vendor and witnessed by the company secretary of the IRG SAMOA in respect of sale of the Said Sale Shares to the Purchaser; (g) a deed of indemnity duly executed by the Vendor (in the format as attached in Appendix I ); (h) if required by the Purchaser, the appropriate forms/letters/resolutions (undated) signed by the existing directors of IRG SAMOA to amend the mandates given by the IRG SAMOA to their bankers and financiers (where applicable). 6.2 The Parties’ Solicitors are hereby authorised to deliver all the above stakeholder’s documents relating to Said Sale Shares to the company secretary of IRG SAMOA who is hereby authorised to complete the transfer and registration of all the above Sale Shares in favour of the Purchaser upon fulfillment of all the conditions precedent under Clause 5 hereinabove and full allotment of the Purchase Consideration shares to the Vendor and/or the Vendor’s nominees which is to be evidenced by a share certificate issued by the Purchaser to confirm the said allotment. In this respect, both parties hereto shall also be responsible to provide to the company secretary any other documents as may be needed and/or sign any other documents as may be required, within seven (7) days of request by the company secretary, to assist the company secretary to complete the transfer and registration of the Said Sale Shares. 6.3 Simultaneously with the receipt by the Parties’ Solicitors of the written confirmation from the Shares Registrar (or Company Secretary) of the Purchaser that the Purchase Consideration shares have been allotted and registered according to the proportions stated under Section C of the Schedule thereto under the names of the Vendor and/or the Vendor’s nominees as the shareholders in accordance with the shares registration system applicable to the Purchaser, the Director of the Purchaser shall take full custody of the follow...
Sample 1

Related to Stakeholder Documents

  • Merger Documents The Merger Documents contain all the material terms and conditions of the Merger and are in full force and effect and there have been no amendments, variations or waivers to the Merger Documents (in whole or in part) other than amendments thereto or waivers thereunder (excluding any waiver of or as contemplated by Section 9.02(a) of the Merger Agreement) which are not material and adverse to the financing under this Agreement, the Alternative Bridge Facility Agreement or the Bridge Facility Agreement.

  • Paper documents Any paper records must be protected by storing the records in a Secure Area which is only accessible to authorized personnel. When not in use, such records must be stored in a Secure Area.

  • Transfer Documents In furtherance of the contribution, assignment, transfer, conveyance and delivery of the Assets and the assumption of the Liabilities in accordance with Section 2.1(a), (i) each Party shall execute and deliver, and shall cause the applicable members of its Group to execute and deliver, to the other Party, such bills of sale, quitclaim deeds, stock powers, certificates of title, assignments of contracts and other instruments of transfer, conveyance and assignment as and to the extent necessary to evidence the transfer, conveyance and assignment of all of such Party’s and the applicable members of its Group’s right, title and interest in and to such Assets to the other Party and the applicable members of its Group in accordance with Section 2.1(a), and (ii) each Party shall execute and deliver, and shall cause the applicable members of its Group to execute and deliver, to the other Party, such assumptions of contracts and other instruments of assumption as and to the extent necessary to evidence the valid and effective assumption of the Liabilities by such Party and the applicable members of its Group in accordance with Section 2.1(a). All of the foregoing documents contemplated by this Section 2.1(b) shall be referred to collectively herein as the “Transfer Documents.”

  • Investor Documents Each Investor has executed a Subscription Agreement which has been provided to Administrative Agent. Each Side Letter that has been entered into by such Investor has been provided to Administrative Agent. For each Investor, (i) the applicable Operative Document and its Subscription Agreement (and any related Side Letter) set forth its entire agreement regarding its Capital Commitment and (ii) no changes, modifications, amendments or waivers were otherwise made to the applicable Operative Document, form Subscription Agreement attached hereto, or any related Side Letter.

  • Referenced Documents 2.3.1 Unless the context shall otherwise specifically require, and subject to Section 21, whenever any provision of this Agreement refers to a technical reference, technical publication, CLEC Practice, SBC-13STATE Practice, any publication of telecommunications industry administrative or technical standards, or any other document specifically incorporated into this Agreement (collectively, a “Referenced Instrument”), it will be deemed to be a reference to the then-current version or edition (including any amendments, supplements, addenda, or successors) of each Referenced Instrument that is in effect, and will include the then-current version or edition (including any amendments, supplements, addenda, or successors) of any other Referenced Instrument incorporated by reference therein.

  • Stockholder Agreements Except as contemplated by or disclosed in the Transaction Agreements, such Founder is not a party to and has no knowledge of any agreements, written or oral, relating to the acquisition, disposition, registration under the Securities Act, or voting of the securities of the Company.

  • Agreement Documents 1. This Agreement consists of the following documents: (a) This Agreement; (b) The General Terms and Conditions for Programme Cooperation Agreements appended hereto; (c) Any Programme Documents concluded hereunder; and (d) Any Special Conditions established with regard to a particular programme, IP, or Programme Document, attached to this Agreement.

  • Public Documents The Common Stock of the Borrower is registered pursuant to Section 12 of the Exchange Act and the Borrower is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act. The Borrower has timely filed all reports, schedules, forms, statements and other documents required to be filed by it with the SEC, the Principal Trading Market, or any other Governmental Authority, as applicable (all of the foregoing filed within the two (2) years preceding the date hereof or amended after the date hereof and all exhibits included therein and financial statements and schedules thereto and documents incorporated by reference therein, being hereinafter referred to as the “Public Documents”). The Borrower is current with its filing obligations with the SEC, the Principal Trading Market, or any other Governmental Authority, as applicable, and all Public Documents have been filed on a timely basis by the Borrower. The Borrower represents and warrants that true and complete copies of the Public Documents are available on the SEC website or the Principal Trading Market website, as applicable (xxx.xxx.xxx, or xxx.xxxxxxxxxx.xxx) at no charge to Lender, and Lender acknowledges that it may retrieve all Public Documents from such websites and Lender’s access to such Public Documents through such website shall constitute delivery of the Public Documents to Lender; provided, however, that if Lender is unable to obtain any of such Public Documents from such websites at no charge, as result of such websites not being available or any other reason beyond Lender’s control, then upon request from Lender, the Borrower shall deliver to Lender true and complete copies of such Public Documents. The Borrower shall also deliver to Lender true and complete copies of all draft filings, reports, schedules, statements and other documents required to be filed with the requirements of the Principal Trading Market that have been prepared but not filed with the Principal Trading Market as of the date hereof. None of the Public Documents, at the time they were filed with the SEC, the Principal Trading Market, or other Governmental Authority, as applicable, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the statements made in any such Public Documents is, or has been, required to be amended or updated under applicable law (except for such statements as have been amended or updated in subsequent filings prior the date hereof, which amendments or updates are also part of the Public Documents). As of their respective dates, the consolidated financial statements of the Borrower and its Subsidiaries included in the Public Documents complied in all material respects with applicable accounting requirements and any published rules and regulations of the SEC and Principal Trading Market with respect thereto.

  • Selling Stockholders’ Documents On the date hereof, the Company and the Selling Stockholders shall have furnished for review by the Representatives copies of the Powers of Attorney and Custody Agreements executed by each of the Selling Stockholders and such further information, certificates and documents as the Representatives may reasonably request.

  • Shareholder Agreements As a material inducement to Parent to enter into this Agreement, and simultaneously with, the execution of this Agreement, each Shareholder (as defined herein) is entering into an agreement, in the form of Annex A hereto (collectively, the "Shareholder Agreements"), pursuant to which they have agreed, among other things, to vote their shares of Company Common Stock in favor of this Agreement.

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