Interests in other companies Sample Clauses

Interests in other companies. No Group Company is the legal or beneficial owner of, or has agreed to acquire, any shares, securities or other interests in, any company (other than the shares of another Group Company) nor is it a party to, or the subject of, any shareholder agreement.
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Interests in other companies. 17.1 The particulars of the Company and the Group Companies set out in schedule 3 are true and complete and no member of the Group has any other shares, loan capital, securities or other interests in any other company and save for the membership in Interflora (FTDA) British Unit no Group Company has any interest in any partnership or other unincorporated association, joint venture or consortium. So far as the Warrantors are aware, no notice or allegation has been received by any Group Company that: (i) any of the Shares are legally or beneficially owned otherwise than by the Persons so listed in the register of members of the Company, (ii) any Person has made or intends to make an application for the rectification of the Company’s register of members or (iii) there is a dispute concerning the title to any of the Shares.
Sample 1
Interests in other companies. As per the corporate chart attached hereto as Exhibit 9.1(g), the Company is now and will be at Closing the directly lawful owner and holder of eighty percent (80%) of the total and voting outstanding shares of Rock World, all duly subscribed and fully paid in. On its turn, Rock World is the directly lawful owner and holder, on the date hereof and at Closing, of one hundred percent (100%) of the total and voting outstanding shares of Rock in Rio USA and Better World, all duly subscribed and fully paid in. Rock in Rio USA is the directly lawful owner and holder, on the date hereof and at Closing, of sixty percent (60%) of the total and voting outstanding shares of Rock World USA, all duly subscribed and fully paid in. Better World is the directly lawful owner and holder, on the date hereof and at Closing, of, respectively, one hundred percent (100%) and sixty per cent (60%) of the total and voting outstanding shares of Better World S.L. and Rock in Rio Madrid, all duly subscribed and fully paid in. None of the shares and/or quotas in the Company’s Subsidiaries was issued and/or acquired in violation of preemptive or other rights belonging to Third-Parties. On the date hereof and at Closing, the shares and/or quotas owned by the Company and issued by the Company’s Subsidiaries are and will be entirely free and clear of all Liens, and there is no legal, judicial, contractual or administrative restriction that could impede, delay or restrict the transactions contemplated in this Agreement. With the exception of its interests in the Company’s Subsidiaries, on the date hereof the Company does not hold, either directly or indirectly, any quotas, shares, Shares Equivalents of any kind in any Person. On the date hereof and at Closing,and except for the Settlement Agreement, neither the Company nor the Company’s Subsidiaries have entered into any agreement for the acquisition of quotas, shares, or Shares Equivalents from any Third-Party and/or Related Party that is still in force. Neither the Founding Shareholders nor the Company and the Company’s Subsidiaries hold or are party to any option agreement, share warrant (bônus de subscrição), right of first refusal, or other agreement that obligates or may obligate the Founding Shareholders, the Company, or any of the Company’s Subsidiaries to sell, transfer, or otherwise dispose of any interest in the Company or in any of the Company’s Subsidiaries triggered by the execution of this Agreement. On the date hereof and at...
Sample 1
Interests in other companies. The Company has no interest directly or indirectly in any company, association or business organisation, other than: - 100 % in Roxell Inc. - 80 % in Roxell Ltda (Brazil) - 22.5 % in V.R. Equipment Ltd (India). The Sellers have no interest directly or indirectly in any competing company, association or business organisation other than those set out in Section 1.3 of the Disclosure Letter.
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Interests in other companies. 4.1 Since 1 June 2010, no Group Company has:
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Interests in other companies. The Company neither holds nor will hold by the Closing Date any shares and/or quotas in the capital of or any investment in any other legal entity, nor is it a party to any other forms of unincorporated associations, especially joint ventures, consortia, condominiums and/or unincorporated joint ventures, either in Brazil or abroad.
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Interests in other companies. 6.1 None of the Subsidiaries or the Company holds any shares or other interest, whether directly or indirectly, in any corporation, company, partnership, association or other legal entity, other than the shares held by the Company in the Subsidiaries and in Ipso Spain (the shares of which shall be transferred by the Company to the Seller prior to Closing pursuant to Clause 7.12 of the Agreement).
Sample 1
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Related to Interests in other companies

  • Interests in Other Entities The Company does not own or control, directly or indirectly, an interest in any corporation, partnership, limited liability company, joint venture, trust or other entity.

  • Investments in Other Persons Make or hold, or permit any of its Subsidiaries to make or hold, any Investment in any Person, except:

  • Certain Other Agreements The Shareholder will notify ------------------------ Parent immediately if any proposals are received by, any information is requested from, or any negotiations or discussions are sought to be initiated or continued with such Shareholder or its officers, directors, employees, investment bankers, attorneys, accountants or other agents, if any, in each case in connection with any Acquisition Proposal (as such terms is defined in the Merger Agreement) indicating, in connection with such notice, the name of the person making such Acquisition Proposal and the terms and conditions of any proposals or offers. The Shareholder agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Proposal. Such Shareholder agrees that it shall keep Parent informed, on a current basis, of the status and terms of any Acquisition Proposal. Such Shareholder agrees that it will not, directly or indirectly: (i) initiate, solicit or encourage, or take any action to facilitate the making of, any offer or proposal which constitutes or is reasonably likely to lead to any Acquisition Proposal, or (ii) in the event of an unsolicited written Acquisition Proposal, engage in negotiations or discussions with, or provide any information or data to, any person (other than Parent, any of its affiliates or representatives and except for information which has been previously publicly disseminated by the Company) relating to any Acquisition Proposal. The foregoing shall not apply to the extent that it is inconsistent with any of Shareholder's duties as a director and/or officer of the Company.

  • Rights in Other Capacities The Collateral Agent, the Custodial Agent and the Securities Intermediary and their affiliates may (without having to account therefor to the Company) accept deposits from, lend money to, make their investments in and generally engage in any kind of banking, trust or other business with the Purchase Contract Agent, any other Person interested herein and any Holder (and any of their respective subsidiaries or affiliates) as if it were not acting as the Collateral Agent, the Custodial Agent or the Securities Intermediary, as the case may be, and the Collateral Agent, the Custodial Agent, the Securities Intermediary and their affiliates may accept fees and other consideration from the Purchase Contract Agent and any Holder without having to account for the same to the Company; provided that each of the Collateral Agent, the Custodial Agent and the Securities Intermediary covenants and agrees with the Company that it shall not accept, receive or permit there to be created in favor of itself and shall take no affirmative action to permit there to be created in favor of any other Person, any security interest, lien or other encumbrance of any kind in or upon the Collateral other than the lien created by the Pledge.

  • Defaults in Other Agreements or Indebtedness A default or event of default shall occur at any time under the terms of any other agreement involving borrowed money or the extension of credit or any other Indebtedness under which any Loan Party or Subsidiary of any Loan Party may be obligated as a borrower or guarantor in excess of $1,000,000 in the aggregate, and such breach, default or event of default consists of the failure to pay (beyond any period of grace permitted with respect thereto, whether waived or not) any indebtedness when due (whether at stated maturity, by acceleration or otherwise) or if such breach or default permits or causes the acceleration of any indebtedness (whether or not such right shall have been waived) or the termination of any commitment to lend;

  • Holds on Other Funds If we cash a check for you that is drawn on another financial institution, we may withhold the availability of a corresponding amount of funds that are already in your account. Those funds will be available at the time funds from the check we cashed would have been available if you had deposited it. If we accept for deposit a check that is drawn on another financial institution, we may make funds from the deposit available for withdrawal immediately but delay your availability to withdraw a corresponding amount of funds that you have on deposit in another account with us. The funds in the other account would then not be available for withdrawal until the time periods that are described elsewhere in this disclosure for the type of check that you deposited.

  • Effect on Other Entitlements F12.13 Compassionate leave with pay will count as service for all purposes.

  • Certain Other Matters (i) INCREASES IN CAPITALIZATION. So long as any Preferred Shares are outstanding, the Trust shall not, without the affirmative vote or consent of the Holders of at least a majority of the Preferred Shares outstanding at the time, in person or by proxy, either in writing or at a meeting, voting as a separate class: (a) authorize, create or issue any class or series of shares ranking prior to or on a parity with Preferred Shares with respect to the payment of distributions or the distribution of assets upon dissolution, liquidation or winding up of the affairs of the Trust, or authorize, create or issue additional shares of any series of Preferred Shares (except that, notwithstanding the foregoing, but subject to the provisions of paragraph (c) of Section 13 of this Part I, the Board of Trustees, without the vote or consent of the Holders of Preferred Shares, may from time to time authorize and create, and the Trust may from time to time issue additional shares of Preferred Shares, or classes or series of preferred shares ranking on a parity with Preferred Shares with respect to the payment of distributions and the distribution of assets upon dissolution, liquidation or winding up of the affairs of the Trust; PROVIDED, HOWEVER, that if Moody's and Fitch (or other NRSRO) is not then rating the Preferred Shares, the aggregate liquidation preference of all Preferred Shares of the Trust outstanding after any such issuance, exclusive of accumulated and unpaid distributions, may not exceed $___) or (b) amend, alter or repeal the provisions of the Declaration of Trust, or these Bylaws, whether by merger, consolidation or otherwise, so as to affect any preference, right or power of such Preferred Shares or the Holders thereof; PROVIDED, HOWEVER, that (i) none of the actions permitted by the exception to (a) above will be deemed to affect such preferences, rights or powers, (ii) a division or split of a Preferred Share will be deemed to affect such preferences, rights or powers only if the terms of such division adversely affect the Holders of Preferred Shares and (iii) the authorization, creation and issuance of classes or series of shares ranking junior to Preferred Shares with respect to the payment of distributions and the distribution of assets upon dissolution, liquidation or winding up of the affairs of the Trust, will be deemed to affect such preferences, rights or powers only if Moody's or Fitch is then raxxxx Xxeferred Shares and such issuance would, at the time thereof, cause the Trust not to satisfy the 1940 Act Preferred Shares Asset Coverage or the Preferred Shares Basic Maintenance Amount. So long as any Preferred Shares are outstanding, the Trust shall not, without the affirmative vote or consent of the Holders of at least a majority of the Preferred Shares outstanding at the time, in person or by proxy, either in writing or at a meeting, voting as a separate class, file a voluntary application for relief under Federal bankruptcy law or any similar application under state law for so long as the Trust is solvent and does not foresee becoming insolvent.

  • Subsidiaries; Equity Interests; Loan Parties (a) Subsidiaries, Joint Ventures, Partnerships and Equity Investments. Set forth on Schedule 5.20(a), is the following information which is true and complete in all respects as of the Closing Date and as of the last date such Schedule was required to be updated in accordance with Sections 6.02 and/or 6.13: (i) a complete and accurate list of all Subsidiaries, joint ventures and partnerships and other equity investments of the Loan Parties as of the Closing Date and as of the last date such Schedule was required to be updated in accordance with Sections 6.02 and/or 6.13, (ii) the number of shares of each class of Equity Interests in each Subsidiary outstanding, (iii) the number and percentage of outstanding shares of each class of Equity Interests owned by the Loan Parties and their Subsidiaries and (iv) the class or nature of such Equity Interests (i.e. voting, non-voting, preferred, etc.). The outstanding Equity Interests in all Subsidiaries are validly issued, fully paid and non-assessable and are owned free and clear of all Liens. There are no outstanding subscriptions, options, warrants, calls, rights or other agreements or commitments (other than stock options granted to employees or directors and directors’ qualifying shares) of any nature relating to the Equity Interests of any Loan Party or any Subsidiary thereof, except as contemplated in connection with the Loan Documents.

  • No Other Subsidiaries Other than equity interests in Finance Corp and equity interests in the Subsidiaries, none of the MarkWest Entities owns, and at the applicable Closing Date, none will own, directly or indirectly, any equity or long-term debt securities of any corporation, partnership, limited liability company, joint venture, association or other entity.

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