Transaction Completion definition
Examples of Transaction Completion in a sentence
The parties hereby agree that prior to the Separation Transaction Completion Date, they shall use good faith efforts to settle the terms of a subscription agreement between SpinCo and Investor for the purchase of SpinCo Shares (the "SpinCo Subscription Agreement").
The parties further acknowledge and agree that immediately after the Separation Transaction Completion Date, the Investor shall, and Corporation shall cause SpinCo to, execute and deliver the SpinCo Subscription Agreement and, provided the transactions in Section 6.4 have been completed, the parties agree that all rights and obligations under this Agreement shall have been completed, other than the rights and obligations described in this Section 6.5, and that no other rights and obligations shall exist.
In the event that all precedent conditions to the completion of the transaction set out in this Article are duly satisfied, both parties shall sign a standard "Shanghai Commodity Property Sale Contract" in the unified form used in Shanghai for the purpose of altering the ownership registration of the property within ten (10) working days after the Transaction Completion Date and complete the property transfer procedures.
Licensee shall have the right to sell its remaining inventory of any Product so long as Licensee has fully paid, and continues to pay when due, all Royalties, Milestone Payments, and Transaction Completion Payments, as applicable, and Licensee is otherwise not in material breach of this Agreement.
Upon the signing of this Contract, Manwide Holdings shall pay Renminbi fifty million (RMB 50,000,000) to Jiu Sheng Investment and, since the date on which this Contract comes into effect, such amount shall serve as the deposit payable to Jiu Sheng Investment by Manwide Holdings in connection with the sale and purchase of the Subject Property under this Contract and shall be converted into a down payment pursuant to this Contract after the Transaction Completion Date.
Licensee shall maintain accurate financial books and records created or received by Licensee pertaining to sale of the Products by Licensee, its Affiliates or sublicensees or any Transaction Completion Payment (collectively, “Relevant Records”).
In the event that Licensee terminates this Agreement pursuant to Section 13.4 and Pfizer elects not to initiate transition activities pursuant to Section 13.5.2(c), Licensee shall have the right to sell its remaining inventory of Products so long as Licensee has fully paid, and continues to pay when due, all Royalties, Milestone Payments, or Transaction Completion Payments owed to Pfizer, and Licensee is otherwise not in material breach of this Agreement.
For clarity, (i) should Iterum complete its IPO prior to the occurrence of the first Change of Control of Iterum, no Transaction Completion Payment would be owed upon completion of such Change of Control under clause (a) of this Section 5.8.1 and (ii) the Transaction Completion Payment shall be payable only once under this Section 5.8.1.
Subject to the conditions set out herein, on or about 45 days following the Transaction Completion, you will receive a special "Transaction Completion Bonus" equal (before withholding of applicable taxes) to an amount as set forth in either paragraph (a) or (b) below.
Licensee complete its IPO prior to the occurrence of the first Change of Control of Licensee, no Transaction Completion Payment would be owed upon completion of such Change of Control under clause (a) of this Section 5.9.1 and (ii) the Transaction Completion Payment shall be payable only once under this Section 5.9.1.