Examples of China Transfer Agreement in a sentence
For the avoidance of doubt, in the event of any conflict or discrepancy between this Agreement and the China Transfer Agreement, this Agreement shall control.
Honeywell and Purchaser acknowledge and agree that, subject to the terms and conditions of this Agreement, the China Transfer Agreement and applicable Laws, the consummation of the transactions contemplated by the China Transfer Agreement will occur simultaneously with the Closing.
On the Base Closing Date the China Transfer Agreement shall remain in full force and effect.
The Parties agree to enter into the following agreements in due course promptly following the date of this Agreement: (i) (A) the Chinese Target Company Joint Venture Contract; and (B) the Local China Transfer Agreement; and (ii) the escrow agreement(s) referred to in Section 2.03(c).
The Parties acknowledge and agree that the China Transfer Agreement is executed simply for the purposes of effecting the transfer of equity interest in China CS in accordance with the local requirement in China and that all rights and obligations of the Parties shall continue to be governed by this Agreement.
Notwithstanding, Seller acknowledges and agrees that (a) in the case of the Chinese Target Company, the Purchased Equity will be registered in the name of Purchaser’s Affiliate recorded as buyer to the Local China Transfer Agreement and (b) in the case of the Malaysian Target Company, if Buyer chooses to do so at the Closing, the Purchased Equity will be registered in the name of the applicable Buyer’s Affiliates designated by Buyer prior to the Closing.
In the event of conflict or discrepancy between this Agreement and the China Transfer Agreement, this Agreement shall prevail.
The China Transfer Agreement includes all of the terms and conditions of (1) the transfer by KTI to SRMC of KTI’s portion of the registered capital of, and related equity interests in, the China JV, and (2) the termination of the Joint Venture Contract, dated as of August 14, 2008, by and among SRMC and KTI, as amended (the “China JV Agreement”), and there are no other agreements, other than the China Side Agreement, with respect to the transactions contemplated by the China Transfer Agreement.
To the extent that the terms of this Agreement conflict with the terms of the China Transfer Agreement, the parties hereto agree that the terms hereof shall prevail.
The transactions contemplated by the China Transfer Agreement, the China Release Agreement, the Loan Releases and the Australia Letter Agreement, shall have been consummated prior to, or simultaneously with, the Closing, in each case, in accordance with the terms of such agreements.