Common use of Call Option Closing Clause in Contracts

Call Option Closing. Unless otherwise agreed by the Parties, the closing of the sale of the Call Shares pursuant to the Call Option shall take place at 1:00 p.m. local time at the registered office of the Company (or such other location as may be agreed by the Parties) on the later of (i) the 20th Business Day after the Call Price has been determined pursuant to Section 5.2 and (ii) the 5th Business Day after the Business Day on which the last of any necessary filings have been made and Approvals have been unconditionally received, which date shall be deemed to be the date of exercise of the Call Option by the SPE Shareholders. At the closing of the Call Option: (i) the SPE Shareholders and/or their designees, shall pay to the Non-SPE Shareholders the Call Price; and (ii) the Non-SPE Shareholders shall transfer legal and beneficial ownership of the Call Shares to the SPE Shareholders or their designees(s). (iii) each of the selling Non-SPE Shareholders shall deliver to the SPE Shareholders and/or their designees a certificate representing and warranting that (A) such Non-SPE Shareholder is the legal and beneficial owner of the Call Shares being sold thereby and (B) upon the sale and delivery of such Call Shares to the SPE Shareholders and/or their designees against payment therefor in accordance with this Agreement, the SPE Shareholders and/or their designees shall receive good and valid title to such Call Shares, free and clear of any Encumbrances.

Call Option Closing. Unless otherwise agreed by the Parties, the closing of the sale of the Call Shares pursuant to the Call Option shall take place at 1:00 p.m. local time at the registered office of the Company _________ (or such other location as may be agreed by the Parties) on the later of (i) the 20th Business Day after the Call Price has been determined pursuant to Section 5.2 and (ii) the 5th Business Day after the Business Day on which the last of any necessary filings have been made and Approvals have been unconditionally received, which date shall be deemed to be the date of exercise of the Call Option by the SPE Shareholders. At the closing of the Call Option: (i) the SPE Shareholders and/or their designees, shall pay to the Non-SPE Shareholders the Call Price; and (ii) the Non-SPE Shareholders shall transfer legal and beneficial ownership of the Call Shares to the SPE Shareholders or their designees(s). (iii) each of the selling Non-SPE Shareholders shall deliver to the SPE Shareholders and/or their designees a certificate representing and warranting that (A) such Non-SPE Shareholder is the legal and beneficial owner of the Call Shares being sold thereby and (B) upon the sale and delivery of such Call Shares to the SPE Shareholders and/or their designees against payment therefor in accordance with this Agreement, the SPE Shareholders and/or their designees shall receive good and valid title to such Call Shares, free and clear of any Encumbrances.

Call Option Closing. Unless otherwise agreed by the Parties, the closing of the sale of the Call Shares pursuant to the Call Option shall take place at 1:00 p.m. local time at the registered office of the Company _________ (or such other location as may be agreed by the Parties) on the later of (i) the 20th Business Day after the Call Price has been determined pursuant to Section 5.2 and (ii) the 5th Business Day after the Business Day on which the last of any necessary filings have been made and Approvals have been unconditionally received, which date shall be deemed to be the date of exercise of the Call Option by the SPE Shareholders. At the closing of the Call Option: (i) the SPE Shareholders and/or their designees, shall pay to the Non-SPE Shareholders the Call Price; and (ii) the Non-SPE Shareholders shall transfer legal and beneficial ownership of the Call Shares to the SPE Shareholders or their designees(s). (iii) each of the selling Non-SPE Shareholders shall deliver to the SPE Shareholders and/or their designees a certificate representing and warranting that (A) such Non-SPE Shareholder is the legal and beneficial owner of the Call Shares being sold thereby and (B) upon the sale and delivery of such Call Shares to the SPE Shareholders and/or their designees against payment therefor in accordance with this Agreement, the SPE Shareholders and/or their designees shall receive good and valid title to such Call Shares, free and clear of any Encumbrances. (iv) If requested by the SPE Shareholders, each of the selling Non-SPE Shareholders shall deliver to the SPE Shareholders or their designee(s), a no-objection certificate under section 281 of the (Indian) Income Tax Act, 1956 or a certificate from a qualified and reputed accountant of there being no Tax demand (disputed or otherwise) outstanding or any likelihood of such Tax demand arising within six months in respect of such Non-SPE Shareholder.