Examples of Local Sellers in a sentence
If the State does not exercise the option provided for in the paragraph above, it shall send all of the elements under Appendix 5, paragraphs 1.1 and 1.3 and Appendix 6, paragraph 2 of the Binding Offers to the Local Sellers.
Since the date of the Reference Balance Sheet, none of the Transferred Subsidiary or Seller or Local Sellers has affirmatively waived or released or, to the Knowledge of Seller, compromised any material right or claim (or series of related material rights and claims) that arise out of, relate to, or in connection with the Business, the Assets or the Transferred Employees.
Praxair will procure, subject to the terms and conditions of this Agreement, the sale and transfer with effect as from Closing from the relevant Local Sellers to Purchaser and/or Designated Purchasers in the proportions (if any) as set out in Schedule 1, of all the issued shares in the capital of the DivestCos held by the Local Sellers (the "DivestCo Shares").
PLC hereby unconditionally and irrevocably guarantees as of the completion of the Business Combination to Purchaser by means of an independent guarantee promise the full, due and timely performance and observance of any and all obligations of Seller and Local Sellers under this Agreement or the Transaction Documents (each, a "Guaranteed Obligation" and together, the "Guaranteed Obligations") ("PLC Guarantee").
On the Effective Date, Buyer and Buyer Guarantor shall provide Oronite and the Local Sellers with a guaranty from Buyer Guarantor, in a form acceptable to Oronite and the Local Sellers’ Representative (the “Buyer Guaranty”), which shall be substantially in the form set out in Exhibit M.
Except as otherwise set forth in Schedule 3.14, there are no material defaults by Seller or the Local Sellers and, to Seller's Knowledge, there are no material defaults by other parties under any Material Contract which defaults have not been cured or waived.
Local Sellers shall remove the rejected material within two weeks.
As a reminder, if the Additional SPA is not signed, for example due to the refusal of one of the Local Sellers’ deliberative assemblies to authorise this signature, this will have no impact on the Selected Purchaser’s irrevocable commitment to purchase the Shareholding and the portion of the Additional Shareholding belonging to the Local Sellers that still intend to sell.
Seller shall have executed and delivered, and shall have caused the appropriate Local Sellers to execute and deliver, the Ancillary Agreements in substantially the forms attached hereto.
Seller shall have executed and delivered or caused the Local Sellers to execute and deliver, all Local Asset Transfer Agreements that Seller and Purchaser have agreed to execute and deliver pursuant to Section 2.1(c) of this Agreement.