Common use of EFFECT OF NON-RECEIPT OF APPROVALS Clause in Contracts

EFFECT OF NON-RECEIPT OF APPROVALS. 15.1 In the event that, (a) the Scheme is not sanctioned by the NCLT; (b) subject to Clause 15.2 below, any consents, approvals, permissions, resolutions, agreements, sanctions or conditions enumerated in the Scheme are not obtained or complied with; (c) the Scheme is revoked, canceled or withdrawn in accordance with Clause 14 above; or (d) for any other reason, the Scheme cannot be implemented, the Scheme shall become null and void, and the Transferor Company shall bear the costs, charges and expenses in connection with the Scheme unless otherwise mutually agreed between the Transferor Company and Transferee Company. 15.2 The non – receipt of any sanctions or approvals for a particular asset or liability forming part of the CLG Business Undertaking getting transferred pursuant to this Scheme, shall not affect the effectiveness of the respective section of the Scheme, if the Boards of Directors of the Transferor Company and/or the Transferee Company so decide. In the event of non – receipt of approval of any lender / creditor for the transfer of any liability, then at the option of the Boards of Directors of the Transferor Company, it may issue a security / recognize a liability in favour of the Transferee Company on the same terms. The transfer of such asset or liability shall become effective from the Appointed Date as and when the said requisite approvals are received or aforesaid liability being recognized / security being issued and the provisions of the Scheme shall apply appropriately to the said transfer / issue / recognition.

EFFECT OF NON-RECEIPT OF APPROVALS. 15.1 51.1 In the event thatof any of the said sanctions and approvals referred to in Clause 50 above not being obtained (or to the extent permissible under Applicable Law, (awaived) and / or the Scheme is not being sanctioned by the NCLT; (bTribunal or such other competent authority / Appropriate Authorities and/ or the sanction order(s) subject to Clause 15.2 belownot being passed by the NCLT as aforesaid, any consentsof the Companies may opt to terminate this Scheme and the Scheme shall stand revoked, approvalscancelled and be of no effect, permissions, resolutions, agreements, sanctions save and except in respect of any act or conditions enumerated deed done prior thereto as is contemplated hereunder or as to any rights and / or liabilities which might have arisen or accrued pursuant thereto and which shall be governed and be preserved or worked out as is specifically provided in the Scheme are not obtained or complied with; (c) as may otherwise arise in law. 51.2 The Board of Directors of the Companies shall be entitled to withdraw this Scheme is revokedprior to the Effective Date. 51.3 Upon the termination of this Scheme as set out in Clause 51.1 and 51.2 above, canceled no rights and liabilities shall accrue to or withdrawn in accordance with Clause 14 above; be incurred by respective Companies or (d) for their shareholders or creditors or employees or any other reasonperson. In such case, the Scheme cannot be implemented, the Scheme shall become null and void, and the Transferor each Company shall bear the costs, charges its own costs and expenses in connection with or as may be otherwise mutually agreed. 51.4 The Board of Directors of the Companies, shall be entitled to revoke, cancel, and declare the Scheme unless otherwise mutually agreed between of no effect if they are of the Transferor Company and Transferee Companyview that the coming into effect of the Scheme with effect from the respective Appointed Dates could have adverse implications on the combined entity post the amalgamation. 15.2 The non – receipt of 51.5 If any sanctions or approvals for a particular asset or liability forming part of this Scheme hereof is invalid, ruled illegal by any Tribunal of competent jurisdiction, or unenforceable under present or future laws, then it is the CLG Business Undertaking getting transferred pursuant intention of the Companies that such part shall be severable from the remainder of the Scheme. Further, if the deletion of such part of this Scheme may cause this Scheme to this become materially adverse to the Companies, then in such case the Companies, shall attempt to bring about a modification in the Scheme, shall not affect as will best preserve, for the effectiveness of Companies, the respective section benefits, and obligations of the Scheme, if the Boards of Directors of the Transferor Company and/or the Transferee Company so decide. In the event of non – receipt of approval of any lender / creditor for the transfer of any liability, then at the option of the Boards of Directors of the Transferor Company, it may issue a security / recognize a liability in favour of the Transferee Company on the same terms. The transfer of including but not limited to such asset or liability shall become effective from the Appointed Date as and when the said requisite approvals are received or aforesaid liability being recognized / security being issued and the provisions of the Scheme shall apply appropriately to the said transfer / issue / recognitionpart.

EFFECT OF NON-RECEIPT OF APPROVALS. 15.1 22.1 In the event that, (a) of any of the said sanctions and approvals referred to in Clause 21 above not being obtained and / or the Scheme is not being sanctioned by the NCLT; (b) subject Tribunal or such other competent authority as aforesaid, this Scheme shall stand revoked, cancelled and be of no effect, save and except in respect of any act or deed done prior thereto as is contemplated hereunder or as to Clause 15.2 below, any consents, approvals, permissions, resolutions, agreements, sanctions rights and / or conditions enumerated liabilities which might have arisen or accrued pursuant thereto and which shall be governed and be preserved or worked out as is specifically provided in the Scheme are not obtained or complied with; (c) the as may otherwise arise in law. 22.2 If any provisions of this Scheme is revokedheld invalid or ruled illegal or unenforceable under law by any court of competent jurisdiction, canceled or withdrawn in accordance with Clause 14 above; or (d) for any other reason, then it is the Scheme cannot be implemented, intention of the Scheme shall become null and void, Demerged Company and the Transferor Resulting Company that such provision shall bear be severable from the costs, charges and expenses in connection with the Scheme unless otherwise mutually agreed between the Transferor Company and Transferee Company. 15.2 The non – receipt of any sanctions or approvals for a particular asset or liability forming part of the CLG Business Undertaking getting transferred pursuant to this Scheme, shall not affect the effectiveness of the respective section remainder of the Scheme, and the Scheme shall not be affected thereby, unless the deletion of such provision shall cause this Scheme to become materially adverse to any company, in which case the Demerged Company and the Resulting Company shall attempt to bring about a modification in the Scheme subject to the approval of the Tribunal, as will best preserve the benefits and obligations contemplated under the Scheme. 22.3 At any time prior to the Effective Date, the Board of Directors shall be entitled to revoke, cancel and / or withdraw the Scheme from the Tribunal if the Boards Board of Directors are of the Transferor Company and/or view that the Transferee Company so decide. In the event of non – receipt of approval of any lender / creditor for the transfer of any liability, then at the option of the Boards of Directors of the Transferor Company, it may issue a security / recognize a liability in favour of the Transferee Company on the same terms. The transfer of such asset or liability shall become effective from the Appointed Date as and when the said requisite approvals are received or aforesaid liability being recognized / security being issued and the provisions coming into effect of the Scheme shall apply appropriately to could have adverse implications for the said transfer / issue / recognitionDemerged Company and/ or the Resulting Company.