Transfer of the Sale Shares Sample Clauses

Transfer of the Sale Shares. Upon the terms and subject to the conditions of this Agreement, at the Closing: (a) if the Offshore Sale Toggle Event has not occurred, (i) the Seller shall, and each of the Seller Parties shall cause the Seller to, transfer to the Buyer, and the Buyer shall, and each of the Buyer Parties shall cause the Buyer to, accept from the Seller, the Buyer Sale Shares and all rights and privileges attaching thereto, free of Encumbrances; and (ii) the New WFOE Holdco shall, and each of the Seller Parties shall cause the New WFOE Holdco to, transfer to the HK Buyer, and the HK Buyer shall, and each of the Buyer Parties shall cause the HK Buyer to, accept from the New WFOE Holdco, the HK Buyer Sale Shares and all rights and privileges attaching thereto, free of Encumbrances. (b) if the Offshore Sale Toggle Event has occurred, (i) the Seller shall, and each of the Seller Parties shall cause the Seller to, transfer to the Buyer, and the Buyer shall, and each of the Buyer Parties shall cause the Buyer to, accept from the Seller, the Buyer Sale Shares and all rights and privileges attaching thereto, free of Encumbrances; and (ii) the Seller shall, and each of the Seller Parties shall cause the Seller to, transfer to the HK Buyer, and the HK Buyer shall, and each of the Buyer Parties shall cause the Buyer to, accept from the Seller, the HK Buyer Sale Shares and all rights and privileges attaching thereto, free of Encumbrances.
Sample 1
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Transfer of the Sale Shares. At the Closing, the Seller shall (i) deliver to the Buyer or its designated entity (1) the relevant share certificate evidencing ownership of the Sale Shares; (2) a duly signed instrument of transfer to effect the transfer of the Sale Shares to the Buyer or its designated entity; and (3) resignation as director(s) signed by any existing director of any Group Company (if so requested by the Buyer), and (ii) provide all assistance reasonably required by the Buyer to complete the registration of the Buyer or its designated entity as owner of the Sale Shares and of any person nominated by the Buyer to as director(s) of the Company at the Registry of Corporate Affairs of the British Virgin Islands as soon as possible after Closing.
Sample 1
Transfer of the Sale Shares. MGEN shall dispose and AGROW shall acquire 250,000 ordinary shares representing 50% equity interest in LKLAH.
Sample 1
Transfer of the Sale Shares. Pursuant to the Withdrawal Framework Agreement, the Parties agreed that Parkson Investment shall transfer the Sale Shares to Shanghai Yuehuanshu for a consideration of approximately RMB0.26 million. The consideration for the transfer of the Sale Shares shall be paid within 10 business days following the signing of the Withdrawal Framework Agreement.
Sample 1
Transfer of the Sale Shares. The Seller shall execute and deliver to the Purchaser all such documents, certificates and instruments necessary to effectively transfer and assign the Sale Shares to the Purchaser with a good title, free and clear of all Encumbrances, and to deliver possession thereof to the Purchaser, including one or more share transfer powers with such verification as may be required by the transfer agent for the TI MVS Shares (including Medallion Guarantees) and such other documents as the transfer agent may request or require; and
Sample 1
Transfer of the Sale Shares. The aggregate consideration for the acquisition of the Sale Shares is RMB2,100 million, which was determined after arm’s length negotiations with reference to the planned saleable GFA for the Project, which was the market price of properties as determined by the Company through its own research for properties in the neighbouring areas in Zhuhai. The consideration will be subject to adjustment based on the actual saleable GFA as determined by the relevant regulatory authority. As the consideration is calculated based only on saleable GFA, the parties to the Agreement agreed that if the actual non-saleable GFA of the Project is more than 15,000 sq.m., then the Purchaser shall pay RMB2,750 per sq.m. to the Vendor for such non-saleable GFA. (the “Adjustment Mechanism”). The consideration will be satisfied by the internal resources of the Company. The consideration and the transfer of the Sale Shares will be handled in the following manner:
Sample 1

Related to Transfer of the Sale Shares

  • Transfer of Shares Shares shall be transferable on the records of the Trust only by the record holder thereof or by its agent thereto duly authorized in writing, upon delivery to the Trustees or a transfer agent of the Trust of a duly executed instrument of transfer, together with such evidence of the genuineness of each such execution and authorization and of other matters as may reasonably be required. Upon such delivery the transfer shall be recorded on the applicable register of the Trust. Until such record is made, the Shareholder of record shall be deemed to be the holder of such Shares for all purposes hereof and neither the Trustees nor any transfer agent or registrar nor any officer, employee or agent of the Trust shall be affected by any notice of the proposed transfer. Any person becoming entitled to any Shares in consequence of the death, bankruptcy, or incompetence of any Shareholder, or otherwise by operation of law, shall be recorded on the applicable register of Shares as the holder of such Shares upon production of the proper evidence thereof to the Trustees or a transfer agent of the Trust, but until such record is made, the Shareholder of record shall be deemed to be the holder of such for all purposes hereof, and neither the Trustees nor any transfer agent or registrar nor any officer or agent of the Trust shall be affected by any notice of such death, bankruptcy or incompetence, or other operation of law.

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