Incorporation of Company Sample Clauses

Incorporation of Company. Xxxxxxxxx, prior to the Execution Date, has formed the Company as the vehicle for the Joint Venture between Xxxxxxxxx and Nestlé and delivered to Nestlé a certificate of incorporation as conclusive evidence of the Company’s due registration under Hong Kong law.
Sample 1Sample 2Sample 3See All (4)
AutoNDA by SimpleDocs
Incorporation of Company. AEM shall be responsible for all costs and expenses incurred to incorporate and organize the Company.
Sample 1Sample 2
Incorporation of Company. 7 3.4 Company Capital Structure...................................................................... 7 3.5 Authority...................................................................................... 8 3.6
Sample 1
Incorporation of Company. The Company was incorporated on August 3, ------------------------ 1998 under Texas Law and pursuant to Section 351 of the Code. The incorporation of the Company was independent of, and unrelated to, any discussions with Parent concerning the Merger.
Sample 1
Incorporation of Company. The Board of Directors shall have the ------------------------ authority to cause the Company to reorganize into a form taxable as a corporation for U.S. federal income tax purposes. If the Board of Directors so elects, then, unless otherwise specified in the terms of the applicable Company Securities, each Shareholder shall be required and hereby consents, to contribute its Company Securities to a newly formed domestic corporation in exchange for securities of such corporation ("Newco Securities") as specified by ---------------- the terms of the applicable Company Securities. If the terms of the applicable Company Securities do not specify the terms of the Newco Securities to be issued, then the applicable Company Securities shall be exchanged for Newco Securities with economic terms substantially similar to those of the Company Securities, to the extent reasonably possible under applicable state law. Holders of Common Shares shall exchange their Common Shares for common stock of the new corporation in proportion to their Common Shares.
Sample 1
Incorporation of Company. The Government and the Company will cause to be incorporated under the laws of Saint Xxxxxxx and the Grenadines a holding company with a nominal share capital of thirty-two million five hundred and twenty-five thousand United States dollars (U.S. $32,525,000) to construct, establish and manage the resort.
Sample 1
Incorporation of Company. Each of the Founders agree that they shall work towards the incorporation of a private limited liability company under Law No. 10/96 (the Companies Act of Maldives) for the ownership, operation and management of the Project and Assets, under the following proposed name: [insert proposed name of the Company] (the “Company”) Where the Company name proposed under Clause ‎1 above is not available for registration at the Ministry of Economic Development, the Founders shall mutually agree on an alternative name for the Company. Each Founder shall be granted and assigned shares in the authorised share capital of the Company, in accordance with the terms of this Agreement, immediately upon incorporation of the Company. Such shareholding shall be reflective of each Founder’s right, title and interest in and to the Project and Assets, (including all right, title and interest to intellectual property thereto), including all ideas (however formed or unformed) and labor and/or work product that results from any task or work performed by the Founder that relates to the Project and Assets for the full term of such rights. Each Founder shall also perform any and all acts and execute all documents and instruments as may be required by the Company at its sole discretion to perfect title in the Project and Assets, and any related intellectual property. The Company shall be deemed incorporated upon issuance of a certificate of registration by the Registrar of Companies of the Ministry of Economic Development.
Sample 1
AutoNDA by SimpleDocs
Incorporation of Company 
Sample 1

Related to Incorporation of Company

  • Formation of Company The Company was formed on February 23, 2017 pursuant to the provisions of the Delaware Act. The filing of the Certificate of Formation of the Company with the Secretary of State of the State of Delaware are hereby ratified and confirmed in all respects.

  • Organization of Company The Company, a corporation duly organized, validly existing and in good standing under the laws of the State of Illinois and the Company is legally qualified to transact business in Illinois. The Company has full power and authority to own or lease and to operate and use its assets and to carry on its business at the Project. There is no pending or threatened proceeding for the dissolution, liquidation, insolvency, or rehabilitation of the Company.

  • Incorporation of Standard Terms Except as otherwise provided herein, all of the provisions of the Standard Terms are hereby incorporated herein by reference in their entirety, and this Series Supplement and the Standard Terms shall form a single agreement between the parties. In the event of any inconsistency between the provisions of this Series Supplement and the provisions of the Standard Terms, the provisions of this Series Supplement will control with respect to the Series 2001-3 Certificates and the transactions described herein.

  • Incorporation of Covenants Reference is made to that certain Second Amended and Restated Credit Agreement dated as of May 25, 1999 (the "Capital One Credit Agreement") among COFC, Capital One Bank and Capital One, F.S.B., as borrowers, The Chase Manhattan Bank, as Administrative Agent and the other financial institutions party thereto. Further reference is made to the representations and warranties of the Guarantor contained in Section 7 of the Capital One Credit Agreement other than the representations contained in Sections 7.04, 7.05, 7.06 and 7.13 (hereinafter referred to as the "Incorporated Representations and Warranties") and the covenants of the Guarantor contained in Section 8 of the Capital One Credit Agreement (hereinafter referred to as the "Incorporated Covenants"). The ---------------------- Lessee agrees with the Lessor that the Incorporated Representations and Warranties and the Incorporated Covenants (and all other relevant provisions of the Capital One Credit Agreement related thereto, including specifically without limitation the defined terms contained in Section 1 thereof which are used in the Incorporated Representations and Warranties and the Incorporated Covenants) are hereby incorporated by reference into this Lease to the same extent and with the same effect as if set forth fully herein and shall inure to the benefit of the Lessor, without giving effect to any waiver, amendment, modification or replacement of the Capital One Credit Agreement or any term or provision of the Incorporated Representations and Warranties or the Incorporated Covenants occurring subsequent to the date of this Lease, except to the extent otherwise specifically provided in the following provisions of this paragraph. In the event a waiver is granted under the Capital One Credit Agreement or an amendment or modification is executed with respect to the Capital One Credit Agreement, and such waiver, amendment and/or modification affects the Incorporated Representations and Warranties or the Incorporated Covenants, then such waiver, amendment or modification shall be effective with respect to the Incorporated Representations and Warranties and the Incorporated Covenants as incorporated by reference into this Lease only if consented to in writing by the Majority Lenders. In the event of any replacement of the Capital One Credit Agreement with a similar credit facility (the "New Facility") the representations and ------------ warranties and covenants of the Guarantor contained in the New Facility which correspond to the representations and warranties and covenants of the Guarantor contained in Section 7 and Section 8 of the Capital One Credit Agreement shall become the Incorporated Representations and Warranties and the Incorporated Covenants hereunder only if consented to in writing by the Lessor and the Majority Lenders and, if such consent is not granted or if the Capital One Credit Agreement is terminated and not replaced, then the representations and warranties and covenants of the Guarantor contained in Section 7 and Section 8 of the Capital One Credit Agreement (together with any modifications or amendments approved in accordance with this paragraph) shall continue to be the Incorporated Representations and Warranties and the Incorporated Covenants hereunder.

  • Incorporation of Plan Notwithstanding anything herein to the contrary, this Agreement shall be subject to and governed by all the terms and conditions of the Plan, including the powers of the Administrator set forth in Section 2(b) of the Plan. Capitalized terms in this Agreement shall have the meaning specified in the Plan, unless a different meaning is specified herein.

  • Incorporation of Exhibits The Exhibits attached to this Agreement are incorporated herein and shall be considered a part of this Agreement for all purposes.

  • Incorporation of Schedules The Schedules identified in this Agreement are incorporated herein by reference and made a part hereof.

  • 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.

  • Incorporation of the Plan All terms, conditions and restrictions of the Plan are incorporated herein and made part hereof as if stated herein. If there is any conflict between the terms and conditions of the Plan and this Agreement, the terms and conditions of the Plan shall govern. Unless otherwise indicated herein, all capitalized terms used herein shall have the meanings given to such terms in the Plan.

  • Incorporation of Recitals The recitals hereto are incorporated herein as part of this Agreement.

Time is Money Join Law Insider Premium to draft better contracts faster.