Sample Share Purchase And Share Holder Agreement Page 5
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77“Closing Date” shall mean the day on which Closing occurs and would be the latter of (a)
date of execution of this Agreement; or (b) a date which is mutually agreed to between
the Parties but being within seven days from the date of this Agreement;
“Closing Time” means 1:00 PM, Indian Standard Time, on the Closing Date unless the
Parties agree in writing on some other time as the time at which the Closing shall occur,
in which case such other time shall be the Closing Time;
“Company” shall have the meaning ascribed to such term in the Preamble hereof;
“Confidential Information” shall have the meaning ascribed to such term in
Clause 12.1 hereof.
“Conditions Precedent” means the conditions listed in Article 4 hereof;
“Data Room” means the rooms located at _______ where documents relating to the
Company were made available for review by shortlisted bidders in connection with the
purchase of the Transaction Shares;
“Data Room Documents” shall have the meaning ascribed to such term in Clause 8.8
hereof;
“De-Minimis Strategic Partner Losses” ” shall have the meaning ascribed to such term in
Clause 11.4 hereof;
“Depository” means ---------________, a depository within the meaning of the
Depositories Act, 1996 with whom the Company has an agreement under the
Depositories Act, 1996;
“Depository Participant” or “DP” means a depository participant within the meaning of
the Depositories Act, 1996 who has an agreement with the Depository under Section 4 of
the Depositories Act, 1996;
“Disclosed Information” means any information that expressly forms part of any Data
Room Document or Additional Disclosed Information or is capable of being inferred
from any one or more of the Data Room Documents and Additional Disclosed
Information;
“Dispute” shall have the meaning ascribed to such term in Clause 13.13 hereof;
“Earnest Money” means the bank guarantee of Rs. ________/- (Rupees _____) deposited
by the Strategic Partner with the Government as a bid security during the competitive
bidding process conducted by the Government pursuant to which the selection of the
Strategic Partner to be the purchaser of the Transaction Shares was made;
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