TERMINATION OF THE SALE AND PURCHASE AGREEMENT Sample Clauses

TERMINATION OF THE SALE AND PURCHASE AGREEMENT. Reference is made to the announcement of Great Wall Belt & Road Holdings Limited (the “Company”) dated 13 May 2020 (the “Announcement”) regarding, among other things, the proposed disposal of the entire issued share capital of B&R Investment Holding Limited by the Company to Shaanxi China Investment Asset Management Company Limited*（ 陝西中投資產管理有限公司）, and the announcements of the Company dated 3 June 2020, 3 July 2020, 21 July 2020, 21 August 2020, 21 September 2020 and 21 October 2020. Capitalised terms used herein have the same meanings as those defined in the Announcement unless the context otherwise require. The Board was informed by the Purchaser that it wished to terminate the Sale and Purchase Agreement as it was unable to pay the remaining balance of the consideration for the Disposal (being RMB47,500,000). After mutual negotiation, on 20 November 2020, the Company entered into a termination deed with the Purchaser, pursuant to which it was agreed that (1) the Sale and Purchase Agreement shall be terminated, and (2) the Company shall be entitled to forfeit the deposit (being RMB2,500,000) paid by the Purchaser pursuant to the Sale and Purchase Agreement due to the default of the Purchaser. THE NEW SALE AND PURCHASE AGREEMENT Following the termination of the Sale and Purchase Agreement, on 20 November 2020, the Company entered into a new sale and purchase agreement with Vantage Network Global Limited (the “New Purchaser”), pursuant to which the Company conditionally agreed to sell and the New Purchaser conditionally agreed to acquire the Sale Interest (“New Disposal”) at a consideration of RMB47,500,000 (the “New Sale and Purchase Agreement”). The key terms and conditions of the New Sales and Purchase Agreement are summarised below: Date 20 November 2020 Parties: Vendor: The Company New Purchaser: Vantage Network Global Limited The Sale Interest The Sale Interest represents the entire issued share capital of the Target Company. Consideration and payment terms The consideration for the New Disposal is RMB47,500,000. The consideration shall be paid by the New Purchaser in cash in the following manner:
Sample 1
AutoNDA by SimpleDocs
TERMINATION OF THE SALE AND PURCHASE AGREEMENT. In consideration of the mutual promises herein contained, the Vendor and the Purchaser agree and declare that the Sale and Purchase Agreement shall as from the date hereof, be terminated and shall cease to be in force and effect but without prejudice to the validity of any acts done by either Party prior to such termination and without prejudice to any rights, remedies, damages or other relief to which either Party may be entitled to in respect of any antecedent breach of the provisions of the Sale and Purchase Agreement.
Sample 1
TERMINATION OF THE SALE AND PURCHASE AGREEMENT. On 13th November, 2008 and 19th November, the Board announced that it had entered into the Sale and Purchase Agreement to dispose of 45,000 Sale Warrants for a total consideration of US$9,375,000 (equivalent to approximately HK$73,125,000) to the Purchaser, conditional upon approval by the Shareholders at the EGM. On 23rd December, 2009, the Shareholders approved the Disposal at the EGM. Pursuant to the Sale and Purchase Agreement, the Purchaser paid on the date of Completion US$4,000,000 (equivalent to approximately HK$31,200,000) (the “First Payment”) and is to pay the remaining balance of the Consideration of US$5,375,000 (equivalent to approximately HK$41,925,000) (the “Remaining Balance”) by three instalments on each of the three anniversaries from Completion until 31st December, 2011. The Disposal was completed on 31st December, 2008 and the Company has received the First Payment on the same date. On 3rd June, 2009, the Company received a notice from the Purchaser stating that it is unable to continue to honour its obligations for payment of the Remaining Balance. Pursuant to Clause 5.6 of the Sale and Purchase Agreement, the Company forfeited the First Payment and took possession of the Sale Warrants under the escrow arrangement on 3rd June, 2009. (Exchange rate used herein for the purpose of this announcement is not updated and based on US$1=HK$7.8, ¥1=HK$0.0795 and US$1=¥98.113, which was used in the Circular for consistency and avoidance of confusion.)
Sample 1

Related to TERMINATION OF THE SALE AND PURCHASE AGREEMENT

  • Sale and Purchase of the Shares On the basis of the representations, warranties and agreements contained in, and subject to the terms and conditions of, this Agreement:

  • SALE AND PURCHASE OF THE SALE SHARES 2.1 On and subject to the provisions of this Agreement, at Completion the Seller shall sell, and the Purchaser shall purchase, the Sale Shares free and clear from all Encumbrances, together with all rights attaching to them as at Completion, including any right to receive dividends, distributions or any return of capital declared, made or paid with effect from Completion.

  • Sale and Purchase of the Securities Upon the terms and subject to the conditions set forth in this Agreement and on the basis of the representations, warranties, covenants, agreements, undertakings and obligations contained herein, at the Closing (as defined in Section 2.1 hereof), Seller hereby agrees to sell to Purchaser, and Purchaser hereby agrees to purchase from Seller, the Securities, free and clear of any and all Liens (as defined in Section 8.11 hereof), for the consideration specified in this Article 1.

  • Terms of the Purchase Agreement The terms of the Purchase Agreement, including but not limited to Assignor's representations, warranties, covenants, agreements and indemnities relating to the Assumed Liabilities, are incorporated herein by this reference. Assignor acknowledges and agrees that the representations, warranties, covenants, agreements and indemnities contained in the Purchase Agreement shall not be superseded hereby but shall remain in full force and effect to the full extent provided therein. In the event of any conflict or inconsistency between the terms of the Purchase Agreement and the terms hereof, the terms of the Purchase Agreement shall govern.

  • The Purchase Agreement This Agreement has been duly authorized, executed and delivered by the Company and the Guarantors.

  • of the Sale and Servicing Agreement The Trust Custodian shall accept those deliveries for the Issuer, and shall make the deliveries to the Indenture Trustee required of the Issuer. The Indenture Custodian acting as custodian for the Indenture Trustee shall accept those deliveries. On the Closing Date, the Custodian will execute and deliver to the Depositor, the Master Servicer, and the Sponsor (with a copy to the Issuer, the Indenture Trustee, and the Credit Enhancer) an Initial Certification in the form of Exhibit A. Based on its review and examination, the Custodian will acknowledge that the documents identified in the Initial Certification appear regular on their face (i.e. are not mutilated, damaged, defaced, torn, or otherwise physically altered) and relate to each Mortgage Loan. No later than thirty-two days after the Closing Date, if Mortgage Loans have been delivered after the Closing Date pursuant to Section 2.01(d) of the Sale and Servicing Agreement, the Custodian will execute and deliver to the Depositor, the Master Servicer, and the Sponsor (with a copy to the Issuer, the Indenture Trustee, and the Credit Enhancer) a Delay Delivery Certification in the form of Exhibit B. Based on its review and examination, the Custodian will acknowledge that the documents identified in the Delay Delivery Certification appear regular on their face (i.e. are not mutilated, damaged, defaced, torn, or otherwise physically altered) and relate to each Mortgage Loan. Not later than 180 days after the Closing Date, the Custodian will deliver to the Depositor, the Master Servicer, and the Sponsor (with a copy to the Issuer, the Indenture Trustee, and the Credit Enhancer) a Final Certification in the form of Exhibit C, noting any applicable exceptions. For the purpose of the Final Certification, the title policy required for the Mortgage File is any of the final original title policy, a signed binder or commitment for a title policy, or a preliminary title report (in those states in which preliminary title reports are the customary form of title policy commitment). For any Mortgage File whose Final Certification is based on a signed binder or commitment for a title policy or a preliminary title report (in those states in which preliminary title reports are the customary form of title policy commitment), the Custodian will deliver to the Depositor, the Master Servicer, and the Sponsor (with a copy to the Issuer, the Indenture Trustee, and the Credit Enhancer), not later than the one year anniversary of the Closing Date, a further Final Certification in the form of Exhibit D, noting any applicable exceptions. For the purpose of this further Final Certification, the title policy required for the Mortgage File must be the final original title policy. If, in the course of its review in connection with the Final Certification, the Custodian finds any document constituting a part of a Mortgage File that does not meet the requirements of Section 2.02 of the Sale and Servicing Agreement, the Custodian shall list the defect as an exception in the Final Certification. The Custodian is not obligated to examine the documents delivered to it to determine that they are genuine, enforceable, or appropriate for the represented purpose, or that they have actually been recorded in the real estate records, or that they are other than what they purport to be on their face. In reviewing any Mortgage File pursuant to this Section, the Custodian is not responsible for determining whether any document is valid and binding, whether the text of any assignment or endorsement is in proper or recordable form (except, if applicable, to determine if the Issuer or the Indenture Trustee is the assignee or endorsee), whether any document has been recorded in accordance with the requirements of any applicable jurisdiction, or whether a blanket assignment is permitted in any applicable jurisdiction, whether any person executing any document is authorized to do so or whether any signature on any document is genuine, but shall only be required to determine whether a document has been executed, that it appears to be what it purports to be, and, where applicable, that it purports to be recorded. The Sponsor will deliver and the Indenture Custodian will maintain continuous custody at its office identified in Section 3 of the documents required to be held by the Indenture Trustee in accordance with Section 2.01 of the Sale and Servicing Agreement with respect to any Eligible Substitute Mortgage Loans. The Master Servicer shall promptly deliver to the Indenture Custodian, and the Indenture Custodian will maintain continuous custody at its office identified in Section 3 of the originals of any other documents constituting the Mortgage File that come into the possession of the Master Servicer from time to time.

  • Amendment of Purchase Agreement The Purchase Agreement is hereby amended as follows:

  • Stock Purchase Agreement Each Purchaser understands and agrees that the conversion of the Notes into equity securities of the Company will require such Purchaser’s execution of certain agreements relating to the purchase and sale of such securities as well as any rights relating to such equity securities.

  • of the Purchase Agreement Section 2.5 of the Purchase Agreement is hereby amended and restated in its entirety to read as follows:

Time is Money Join Law Insider Premium to draft better contracts faster.