AGL Sample Clauses

AGL. AGL will determine in its sole discretion whether to accept and issue Contracts submitted to AGL by the Sales Persons. AGL will return any incomplete applications to the Sales Persons. AGL will provide the Sales Persons with all policy forms, the Replacement Forms and any other regulatory forms required to be completed in connection with the Contracts. AGL will inform the Associated Agency, the Sales Persons and Selling Group Member regarding any limitations on the availability of the Contracts. AGL warrants, represents and covenants that the prospectus(es) and registration statement(s) relating to the Registered Contracts, all memoranda, including amendments and supplements thereto, describing the Private Placement Products (the "Private Placement Memorandum") and all sales materials approved by AGL with respect to the Contracts, contain no untrue statements of material fact or omission of a material fact, the omission of which makes any statement contained therein materially false or misleading. AGL agrees to indemnify and hold harmless Associated Agency and Selling Group Member from and against any claims, liabilities and expenses which may be incurred by any of those parties under the 1933 Act, the 1934 Act, the Investment Company Act of 1940 (the "1940 Act") common law, or otherwise, that arise out of a breach of this paragraph. Nothing in this Agreement shall be deemed to imply that any materials inappropriate for use in connection with a private placement of a security may be used in connection with the offerings and transactions contemplated in this Agreement. AGL shall fully cooperate in any insurance or securities regulatory examination, investigation, or proceeding or any judicial proceeding with respect to AGL, AGESC, Selling Group Member and/or the Associated Agency and their respective affiliates, agents and representatives to the extent that such examination, investigation, or proceedings arise in connection with the Contracts.
Sample 1
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AGL. AGL is a company incorporated in Hong Kong with limited liability, the shares of which are listed on the main board of the Stock Exchange. The principal business activity of AGL is investment holding. The principal business activities of its major subsidiaries are property investment and development, hospitality related activities, provision of elderly care services, property management, cleaning and security guarding services in Hong Kong, the provision of finance and investments in listed and unlisted securities. As at the date of this announcement, AGL is beneficially owned as to approximately 74.95% by Xxx and Xxx Xxxxx (inclusive of Xx. Xxx Xxxx Xxx’x personal interests), being a discretionary trust. The Tenant The Tenant is a company incorporated in Hong Kong with limited liability and an indirect wholly-owned subsidiary of the Company. The principal business activity of the Tenant is asset holding. The Landlord The Landlord is a company incorporated in Hong Kong with limited liability and an indirect wholly-owned subsidiary of APL. The principal business activity of the Landlord is property investment.
Sample 1
AGL. AGL warrants, represents and covenants that the prospectus(es) and registration statement(s) relating to the Contracts and all sales materials, if any, approved by AGL with respect to the Contracts, contain no untrue statements of material fact or omission of
Sample 1
AGL. AGL is a company incorporated in Hong Kong with limited liability, a substantial shareholder of the Company and the shares of which are listed on the Main Board of the Stock Exchange. The principal business activity of AGL is investment holding. The principal business activities of its major subsidiaries are property development mainly comprising apartments, villas, office buildings and commercial properties, property investment, hospitality related activities, provision of elderly care services, property management, cleaning and security guarding services, logistics services, and the provision of finance, investments in listed and unlisted securities and funds management. As at the date of this announcement, AGL is beneficially owned as to approximately 74.99% by Xxx and Xxx Xxxxx (inclusive of Xx. Xxx Xxxx Xxx’x personal interests), being a discretionary trust. ASL ASL is a company incorporated in Hong Kong with limited liability and the shares of which are listed on the Main Board of the Stock Exchange, and is a non wholly-owned subsidiary of the Company. The principal business activity of ASL is investment holding. The ASL Group is principally engaged in property investment, property leasing and estate management in Hong Kong.
Sample 1
AGL. As one of the applicable percentage ratios (as defined under the Listing Rules) in respect of the transactions contemplated under the Cooperation Agreement, the Loan Agreement and the Share Charge, when aggregated, exceeds 5% but is less than 25%, the transactions constitute a discloseable transaction of AGL and is subject to the reporting and announcement requirements but exempt from the shareholders’ approval requirement under Chapter 14 of the Listing Rules.
Sample 1
AGL. AGL warrants, represents and covenants that the prospectus(es) and registration statement(s) relating to the Contracts and all sales materials, if any, approved by AGL with respect to the Contracts, contain no untrue statements of material fact or omission of a material fact, the omission of which makes any statement contained therein materially false or misleading. AGL agrees to indemnify and hold harmless Associated Agency and Selling Group Member from and against any claims, liabilities and expenses which may be incurred by any of those parties under the Securities Act of 1933 ("1933 Act"), the 1934 Act, the Investment Company Act of 1940 (the "1940 Act") common law, or otherwise, that arise out of a breach of this paragraph. AGL shall fully cooperate in any insurance or securities regulatory examination, investigation, or proceeding or any judicial proceeding with respect to AGL, AGESC, Selling Group Member and/or Associated Agency and their respective affiliates, agents and representatives to the extent that such examination, investigation, or proceedings arise in connection with the Contracts.
Sample 1
AGL. The Company has previously delivered to Guarantee true and complete copies of the Annual Statements of AGL for each of the years ended December 31, 1994, 1995 and 1996 and the Quarterly Statements for the six months ended June 30, 1997. Each of the foregoing Annual Statements and Quarterly Statements was prepared in accordance with SAP, and each presents fairly in all material respects the financial condition, results of operations and cash flows of AGL as at the dates or for the periods covered thereby, in conformity with SAP.
Sample 1
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