Third Completion Sample Clauses

Third Completion. Subject to satisfaction (by the Investor) or waiver (in accordance with this Agreement by the Company) of the applicable Company Conditions Precedent set forth in Schedule 1B, on the Target Completion Dates for the third completion of the purchase, sale and issuance of Series H Preference Shares (the “Third Completion” and together with the Initial Completion and the Second Completion, the “Completions”), the Company will sell and issue to the Investor 97,356,764 Series H Preference Shares in the aggregate (the “Third Tranche Subscription Preference Shares”), to be delivered in three stages of 32,452,255, 32,452,255 and 32,452,254 Series H Preference Shares, and the Investor will purchase and acquire the Third Tranche Subscription Preference Shares against payment to the Company of USD600,000,000.86 in the aggregate (the “Third Tranche Purchase Price”), to be made in three corresponding stages of USD200,000,002.34, USD200,000,002.34 and USD199,999,996.18, respectively; provided, that the Company shall have the right, but not the obligation, to cancel any of the second stage or third stage of the Third Completion, exercisable at any time by giving written notice to the Investor no later than 46 calendar days prior to the Target Completion Date in respect of the applicable stage (in which case the Company’s and the Investor’s obligations under this Agreement with respect to the applicable stage shall automatically terminate without any further action by the parties, but this Agreement shall otherwise remain in full force and effect on account of such cancellation of such stage). Each stage of the Third Completion shall take place on the later of (i) the applicable Target Completion Date for such stage (as may be accelerated in accordance with the proviso in the definition of “Target Completion Date”) and (ii) the second Business Day after the date on which the last Company Condition Precedent set forth in Schedule 1B is satisfied (by the Investor) or waived (in accordance with this Agreement by the Company) (other than any such condition that by its terms is required to be satisfied or waived at such stage of the Third Completion, but subject to the satisfaction or waiver thereof). References to the Third Completion throughout this Agreement shall be deemed to refer, as necessary, to the applicable stage of the Third Completion.” The parties agree that the Target Completion Dates in respect of the Third Completion as so amended shall constitute the respectiv...
Sample 1
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Third Completion. 2.3.1 The Third Completion shall take place on the [fifth] Business Day after all conditions precedent set forth in Clause 2.3.2 hereof applicable to the Third Completion (except for such closing conditions that will be fulfilled at the Third Completion, but nonetheless subject to the satisfaction or waiver thereof at the Third Completion) have been fulfilled or waived (or such other time and place as the Purchaser agrees) (the “Third Completion”, and the date of the Third Completion, the “Third Completion Date”).
Sample 1
Third Completion. Subject to satisfaction or waiver (in accordance with this Agreement by the party entitled to the benefit of the applicable condition) of the applicable conditions set forth in Schedule 1A(iii) and Schedule 1B, at the third completion of the purchase, sale and issuance of Series H Preference Shares (the “Third Completion” and together with the Initial Completion and the Second Completion, the “Completions”), the Company will sell and issue to the Investor 97,356,764 Series H Preference Shares (the “Third Tranche Subscription Preference Shares”), and the Investor will purchase and acquire the Third Tranche Subscription Preference Shares against payment to the Company of USD600,000,000.86 in the aggregate (the “Third Tranche Purchase Price”). The Third Completion shall take place on the second Business Day after the date on which the last applicable condition set forth in each of Schedule 1A(iii) and Schedule 1B is satisfied or waived (other than any such condition that by its terms is required to be satisfied or waived at the Third Completion, but subject to the satisfaction or waiver thereof) or such other date as the Company and the Investor may mutually agree.
Sample 1

Related to Third Completion

  • Project Completion Within five (5) days after the delivery by Supplier to Purchaser of a Commissioning Certificate for the Project’s final Turbine, Supplier shall also deliver to Purchaser a completion certificate for all Turbines in the Project (the “Project Completion Certificate”), in the form attached hereto as Exhibit N, together with a list of any remaining Punch List Work on any Turbine, a schedule for completing the Punch List Work and an estimate of the cost of each item of Punch List Work. Supplier shall thereafter promptly complete all Punch List Work.

  • Final Completion 6.5.1 Final Completion of the Work shall be achieved within ninety (90) Days after the earlier of the actual date of Substantial Completion or the Scheduled Substantial Completion Date (the “Final Completion Date”).

  • On Completion (a) the Institutional Investors (as set out in Schedule 1) other than Novartis shall subscribe in cash for and shall be issued the number of Ordinary Shares set opposite their name in column 3 of Part A of Schedule 1 for the price specified in column 4 of Part A of Schedule 1; and

  • Approval and Completion If any dispute regarding the design of the Tenant Improvements is not settled within 10 business days after notice of such dispute is delivered by one party to the other, Tenant may make the final decision regarding the design of the Tenant Improvements, provided (i) Tenant acts reasonably and such final decision is either consistent with or a compromise between Landlord’s and Tenant’s positions with respect to such dispute, (ii) that all costs and expenses resulting from any such decision by Tenant shall be payable out of the TI Fund (as defined in Section 5(d) below), and (iii) Tenant’s decision will not affect the base Building, structural components of the Building or any Building systems (in which case Landlord shall make the final decision). Any changes to the TI Construction Drawings following Landlord’s and Tenant’s approval of same requested by Tenant shall be processed as provided in Section 4 hereof.

  • After Completion the Seller shall at its cost execute and deliver all such further documents and/or take such other action as the Purchaser may reasonably request in order to effect (i) the release and discharge in full of the relevant member of the Purchaser’s Group from any and all Retained Liabilities and any Liabilities related to the Retained Assets and (ii) the assumption by the Seller or any member of the Seller’s Group as the primary obligor in respect of any and all Retained Liabilities or Liabilities related to the Retained Assets in substitution for the relevant member of the Purchaser’s Group (in each case on a non-recourse basis to any member of the Purchaser’s Group).

  • Following Completion (A) the Parties shall use all reasonable endeavours to procure that, and to procure that the members of their respective Groups use all reasonable endeavours to procure that, any necessary third party execute such documents and do such acts and things as may be reasonably required for the purpose of giving to GSK and Haleon the full benefit of all relevant provisions of this Agreement; and

  • Completion 5.1 Completion shall take place on the Completion Date:

  • At Completion the Buyer shall:

  • Substantial Completion The Tenant Improvements shall be deemed to be “Substantially Completed” on the date that (i) the Tenant Improvements are essentially and satisfactorily completed in accordance with the Final Plans to the extent that the Leased Premises may be occupied by Tenant for its Approved Use, subject only to completion of minor finishing, adjustment of equipment, and other minor construction aspects (“punch list items”) which do not, in the aggregate, cause interference (other than minor inconvenience) with the use and occupancy of the Leased Premises for the Approved Use, and (ii) a certificate of occupancy, whether conditional or final, has been issued by the proper governmental authority. Landlord shall give Tenant at least 30 days prior notice (written or oral) of Landlord’s reasonable estimate of the date of Substantial Completion of the Tenant Improvements. Tenant shall schedule with Landlord a mutually acceptable date, which will not be later than 3 business days after the date of Substantial Completion (but in no event earlier than the Landlord’s estimated date of Substantial Completion), for a walk-through inspection of the Leased Premises. In such walk-through, Landlord and Tenant will mutually and reasonably agree upon a punch list, and subject to Tenant Delay, Landlord will use reasonable efforts to cause such punch list work to be completed within 30 days after such walk-through. Landlord hereby warrants to Tenant, which warranty shall survive for one year following the date of Substantial Completion of the Tenant Improvements, that (a) the materials and equipment furnished by Landlord and Landlord’s contractors in the completion of the Tenant Improvements will be of good quality and new, and (b) such materials and equipment and the work of such contractors shall be free from defects not inherent in the quality required or permitted hereunder. This warranty shall exclude damages or defects caused by Tenant, its agents, employees or contractors, improper or insufficient maintenance, improper operation or normal wear and tear under normal usage. Landlord shall use diligent and good faith efforts to cause the Tenant Improvements for the Fifth Floor Premises to be Substantially Completed by November 1, 2018. Subject only to Force Majeure (as defined in §11 hereof) and Tenant Delay, and provided that Landlord, using good faith efforts, obtains all required construction permits for the Tenant Improvements (the “Construction Permits”) by not later than June 30, 2018, then in the event that Landlord fails to cause the Tenant Improvements for the Fifth Floor Premises to be Substantially Completed on or before December 1, 2018, (the “Fifth Floor Substantial Completion Date”), Tenant shall be entitled to a day-for-day credit of Base Rent due as of the Commencement Date, for each day after the Fifth Floor Substantial Completion Date that the Tenant Improvements for the Fifth Floor Premises are not Substantially Completed; provided, however, that, for every day of delay which results from a Tenant Delay or a Force Majeure, the Fifth Floor Substantial Completion Date shall be moved back on a day-for-day basis. Such day-for-day credit of Base Rent shall commence upon the Commencement Date and shall continue until applied in full; provided that at no time may Tenant offset more than 50% of the Base Rent amount due each month until such abatement has been completed. Landlord shall use diligent and good faith efforts to cause the Tenant Improvements for the Fourth Floor Premises to be Substantially Completed by February 1, 2019. Subject only to Force Majeure (as defined in §11 hereof) and Tenant Delay, and provided that Landlord, using good faith efforts, obtains all required construction permits for the Tenant Improvements (the “Construction Permits”) by not later than June 30, 2018, then in the event that Landlord fails to cause the Tenant Improvements for the Fourth Floor Premises to be Substantially Completed on or before March 1, 2019, (the “Fourth Floor Substantial Completion Date”), Tenant shall be entitled to a day-for-day credit of Base Rent due as of the Commencement Date, for each day after the Fourth Floor Substantial Completion Date that the Tenant Improvements for the Fourth Floor Premises are not Substantially Completed; provided, however, that, for every day of delay which results from a Tenant Delay or a Force Majeure, the Fourth Floor Substantial Completion Date shall be moved back on a day-for-day basis. Such day-for-day credit of Base Rent shall commence upon the June 1, 2019, and shall continue until applied in full; provided that at no time may Tenant offset more than 50% of the Base Rent amount due each month until such abatement has been completed. Subject only to Force Majeure and Tenant Delay, and provided that Landlord, using good faith efforts, obtains all required Construction Permits by not later than June 30, 2018, if the Tenant Improvements for the Leased Premises are not Substantially Completed on or before April 1, 2019 (“Outside Completion Date”), then Tenant shall have the one-time right by not later than 10 days after the Outside Completion Date to terminate this lease by delivering written notice to Landlord, which notice shall be hand delivered to 0000 Xxxx Xxxxx Xxxxx, Xxxxxxxx, Xxxx 00000, Attention: Xxxxxx X. Xxxxx, Xx., and upon hand delivery of such termination notice to said address, this lease shall be deemed null and void and the parties shall have no further rights or obligations hereunder, except those that specifically survive the expiration or earlier termination of this lease. Landlord and Tenant acknowledge and agree that Tenant’s damages as a result of Landlord’s failure to cause the Tenant Improvements for the Fifth Floor Premises to be Substantially Completed by not later than the Fifth Floor Substantial Completion Date or the Fourth Floor Premises to be Substantially Completed by not later than the Fourth Floor Substantial Completion Date are difficult to ascertain, that such amounts set forth above are a reasonable pre-estimate of Tenant’s probable loss as a result thereof and that such damages constitute reasonable liquidated damages for Tenant’s loss and not a penalty.

  • Commissioning preparation of a system or systems to allow hydrocarbons or other process fluids to be safely introduced into the system or systems for processing. In this phase testing will focus on systems, including utilities.

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