Activities since Incorporation Sample Clauses

Activities since Incorporation. Since the date of its incorporation, the Company has not engaged in any business activity of any kind or incurred any liability or any indebtedness in any amount whatsoever, except for:
Sample 1
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Activities since Incorporation. Since the date of incorporation of the Company, except as specified in Section 4.8 of the Disclosure Schedule: (i) there has not been any material adverse change in the business, operations, properties, assets, liabilities or condition (financial or otherwise), or operating results of the Company, and no event has occurred or circumstance exists that can reasonably be expected to adversely affect any of the foregoing, as such business is presently conducted and proposed to be conducted; (ii) there has been no sale, assignment, or transfer of any material tangible asset of the Company and no sale, assignment, or transfer of any Intellectual Property of the Company, or other intangible asset of the Company or any waiver by the Company of a valuable right or of a debt owed to it; (iii) to the Company’s knowledge, no event has occurred which has given rise to a material adverse change in the business as currently conducted, operations, assets, liabilities, condition (financial or otherwise), or operating result, of the Company; (iv) there has not been any capital expenditure or commitment therefore of the Company other than in the ordinary course of business; and (v) there has not been any agreement or commitment by the Company to do any of the things described in this Section 4.8. Without derogating from the generality of the aforesaid, from the date of its incorporation the Company has conducted its business in the ordinary course.
Sample 1
Activities since Incorporation. It has not engaged in any activities since its incorporation (other than those incidental to its registration under relevant Jersey legislation, as amended, the matters referred to or contemplated in the Transaction Prospectuses, the authorisation of the entry into and performance of its obligations under this Agreement and the Relevant Documents to which it is expressed to be a party, any other documents, certificates or agreements ancillary or supplemental thereto or contemplated thereby and matters incidental thereto) and has neither paid any dividends nor made any distributions since its incorporation and has no subsidiaries;
Sample 1

Related to Activities since Incorporation

  • Due Incorporation The Company and each of its subsidiaries is a corporation duly organized, validly existing and in good standing under the laws of the respective jurisdictions of their incorporation and have the requisite corporate power to own their properties and to carry on their business as now being conducted. The Company and each of its subsidiaries is duly qualified as a foreign corporation to do business and is in good standing in each jurisdiction where the nature of the business conducted or property owned by it makes such qualification necessary, other than those jurisdictions in which the failure to so qualify would not have a material adverse effect on the business, operations or prospects or condition (financial or otherwise) of the Company.

  • State of Incorporation; Name; No Changes Seller’s state of incorporation is the State of Nevada. Seller’s exact legal name is as set forth in the first paragraph of this Agreement. Seller has not changed its name whether by amendment of its Articles of Incorporation, by reorganization or otherwise, and has not changed its state of incorporation within the four months preceding the Closing Date.

  • Due Incorporation and Organization The Adviser is duly organized and is in good standing under the laws of the State of Connecticut and is fully authorized to enter into this Agreement and carry out its duties and obligations hereunder.

  • DEFINITIONS AND INCORPORATION BY REFERENCE

  • Certificate of Incorporation, Bylaws, and Minute Books The copies of the Articles of Incorporation and of the Bylaws of GMEC which have been delivered to Concept X are true, correct and complete copies thereof. The minute book of GMEC, which has been made available for inspection, contains accurate minutes of all meetings and accurate consents in lieu of meetings of the Board of Directors (and any committee thereof) and of the Shareholder of GMEC since the date of incorporation and accurately reflects all transactions referred to in such minutes and consents in lieu of meetings.

  • Due Incorporation and Good Standing AVRS is a corporation duly organized, validly existing and in good standing under the laws of the state of Nevada.

  • Incorporation All Exhibits attached hereto and referred to herein are hereby incorporated herein and made a part hereof for all purposes as if fully set forth herein.

  • Certificate of Incorporation; Bylaws (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation.

  • Certificate of Incorporation of the Surviving Corporation The Certificate of Incorporation of the Company, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation.

  • Execution and Incorporation of Terms The parties to this Terms Agreement will enter into this Terms Agreement by executing the Omnibus Instrument. By executing the Omnibus Instrument, each party hereto agrees that this Terms Agreement will constitute a legal, valid and binding agreement by and among such parties. All terms relating to the Trust or the Notes not otherwise included in this Terms Agreement will be as specified in the Omnibus Instrument or Pricing Supplement, as indicated herein.

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