Diblo Sample Clauses

Diblo. Diblo" shall have the meaning ----- set forth in the first preamble of this Agreement.
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Diblo. On the Closing Date, Diblo shall execute and deliver to Xxxxxx (i) all Related Agreements to which it is a party and shall cause the Modelo Party to execute and deliver all Related Agreements to which it is a party, (ii) a certificate executed by an officer of Diblo, dated the Closing Date, certifying that (A) Diblo’s representations and warranties in Article VI are true and correct in all material respects on and as of the Closing Date with the same force and effect as though made on such date, except for representations and warranties which speak as of a specific date or time other than the Closing Date, which need only be true and correct in all material respects as of such date or time, and (B) the covenants and agreements of Diblo to be performed on or prior to the Closing Date in accordance with this Agreement have been duly performed in all material respects, and (iii) a certificate of its secretary or its assistant secretary certifying as to the authorization of this Agreement and the Related Agreements to which it is a party and the consummation of the transactions contemplated hereby and thereby and the incumbency and authority of the Persons signing, on behalf of Diblo, this Agreement and the Related Agreements to which it is a party, and certificates of the secretary of the Modelo Party or its assistant secretary, certifying as to authorization of the Related Agreements to which it is a party and the consummation of the transactions contemplated thereby and the incumbency and authority of the Persons signing such Related Agreements on its behalf.
Sample 1

Related to Diblo

  • Cornerstone shall notify the LLC and confirm such advice in writing (i) when the filing of any post-effective amendment to the Registration Statement or supplement to the Prospectus is required, when the same is filed and, in the case of the Registration Statement and any post-effective amendment, when the same becomes effective, (ii) of any request by the Securities and Exchange Commission for any amendment of or supplement to the Registration Statement or the Prospectus or for additional information and (iii) of the entry of any stop order suspending the effectiveness of the Registration Statement or the initiation or threatening of any proceedings for that purpose, and, if such stop order shall be entered, Cornerstone shall use its best efforts promptly to obtain the lifting thereof.

  • Investor Relations Firm Promptly after the execution of a definitive agreement for a Business Combination, the Company shall retain an investor relations firm with the expertise necessary to assist the Company both before and after the consummation of the Business Combination for a term to be agreed upon by the Company and the Representative.

  • Witness Services At all times from and after the Separation Time, each of Air Products and Versum shall use its commercially reasonable efforts to make available to the other, upon reasonable written request, its and its Subsidiaries’ officers, directors, employees and agents (taking into account the business demands of such individuals) as witnesses to the extent that (i) such Persons may reasonably be required to testify in connection with the prosecution or defense of any Action in which the requesting Party may from time to time be involved (except for claims, demands or Actions in which one or more members of one Group is adverse to one or more members of the other Group) and (ii) there is no conflict in the Action between the requesting Party and the other Party. A Party providing a witness to the other Party under this Section 7.4 shall be entitled to receive from the recipient of such witness services, upon the presentation of invoices therefor, payments for such amounts, relating to supplies, disbursements and other out-of-pocket expenses (which shall not include the costs of salaries and benefits of employees who are witnesses or any pro rata portion of overhead or other costs of employing such employees which would have been incurred by such employees’ employer regardless of the employees’ service as witnesses), as may be reasonably incurred and properly paid under applicable Law.

  • Alex Xxxxx shall furnish, at its expense and without cost to the Fund, the services of personnel to the extent that such services are required to carry out their obligations under this Agreement;

  • Conhecimento da Lingua O Contratado, pelo presente instrumento, declara expressamente que tem pleno conhecimento da língua inglesa e que leu, compreendeu e livremente aceitou e concordou com os termos e condições estabelecidas no Plano e no Acordo de Atribuição (“Agreement” xx xxxxxx).

  • Asset Management a. Data Sensitivity - Transfer Agent acknowledges that it understands the sensitivity of Fund Data.

  • Investment Company; Public Utility Holding Company Neither the Company nor any Subsidiary is an "investment company" or a company "controlled" by an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "public utility holding company" within the meaning of the Public Utility Holding Company Act of 1935, as amended.

  • Employment Relations The Company is in compliance with all Federal, state or other applicable laws, domestic or foreign, respecting employment and employment practices, terms and conditions of employment and wages and hours, and has not and is not engaged in any unfair labor practice.

  • Asset Management Services (i) Real Estate and Related Services:

  • S&P Standard & Poor’s Ratings Service, a division of The XxXxxx-Xxxx Companies.

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