JVC Sample Clauses
The JVC (Joint Venture Company) clause defines the establishment and operation of a jointly owned company by two or more parties for a specific business purpose. This clause typically outlines the structure of the joint venture, the ownership percentages, governance arrangements, and the contributions each party will make, such as capital, technology, or expertise. By clearly setting out the terms of collaboration, the JVC clause ensures that all parties understand their rights and obligations, thereby reducing the risk of disputes and facilitating effective joint management of the venture.
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JVC. Instead of provision of guarantee, the Providing Party may elect to provide financial assistance to the JVC on behalf of the Non-Providing Party through shareholder loans. In such case, the JVC shall pay the Providing Party interest as compensations on the total amount of the loans at an interest rate same as the interest rate on the bank loans of the same term, and bear all taxes and expenses in relation to the payment of the interest. In case the JVC is unable to obtain funds as described above, the Investing Parties shall provide the required funds to the JVC in proportion to their ownership percentage. If either Party fails to provide funds in accordance with the above provisions (referred to as “Non-Providing Party” in this Section), the other Party (referred to as “Providing Party” in this Section) shall have the right to elect a) to terminate this Contract and liquidate the JVC by giving written notice to the other Party, or b) to purchase the equity interests held by the Non-Providing Party in the JVC in accordance with the provisions of PRC Laws at a price based on valuation. The JVC shall, upon Investing Parties’ request at any time, pay the principal and accrued interest on the above funds provided by the Parties on a pro rata basis (e.g., the principal and interest paid by the JVC to the Investing Parties shall be in proportions to their perspective contribution to the funds).
JVC. In accordance with relevant applicable Chinese laws and regulations, including but not limited to the Foreign Investment Law of the People’s Republic of China, the JVC Shareholders hereby agree to invest in the JVC in accordance with the relevant provisions of this Agreement and to formulate the Articles of Incorporation of the JVC in accordance with the relevant covenants of this Agreement.
JVC. The PARTIES have agreed to cooperate in the form of a joint venture upon the terms and conditions hereinafter appearing and by a joint venture company called "MEMC KULIM ELECTRONIC MATERIALS SDN BHD" established by the PARTIES, to carry on the business of manufacturers in Malaysia and sellers in the ASEAN Region of the Product.
JVC. GGC shall have the right to designate at least two directors, Messrs. ▇▇▇ ▇▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇▇▇, and the parties shall have the right to designate directors which together shall constitute not less than their respective percentage ownership interests of the JVC of the Board of Directors or like body and the parties agree to use their best efforts to cause the election of agreed officers. The management team of the JVC shall be put in place before the end of the 12 Month Period subject to approval by the Board of JVC. The parties intend to integrate all of GGC’s Toukhmanuk and Getik mining and exploration operations into the JVC. As approved by the GGC Board, cash generated by Toukhmanuk during the 12 Month Period to be prioritized for use as follows during the 12 Month Period: 1. First to repay the remaining off-take financing; 2. Second to meet required debt service (P&I) payments for the ABB loan; Closing Date: 12 months from the date of signing a definitive agreement.
JVC. JVC, a company incorporated as a private limited company in Malaysia on 7 January 2016 and it is a wholly owned subsidiary of the Company. The intended principal activities of JVC are operating restaurants and trading of all kinds of food products. The Company has not commenced business operations since its date of incorporation. The issued and paid-up capital of JVC is RM2.00 divided into 2 ordinary shares.
JVC. The Representative acknowledges that there is not, and there will not be, between it and JVC, a relationship of employment or subordination, and it waives herein, by itself, its partners, administrators and employees, each and every right or claim of labor and/or social security character (including pertaining to accidents) in relation to JVC, its controllers and administrators.
JVC. 3.1.1 The Parties shall procure that, no later than 45 days from the execution hereof, the Parties shall incorporate the JVC as a limited liability company under the provisions of the Companies Act, 2013 under the name and style of Gorewada Zoo & Rescue Centre or such other name as may be mutually agreed between the Parties. The registered office of the JVC shall be located in the State of Maharashtra.
3.1.2 The Parties agree that the Articles of Association and Memorandum of Association shall be approved by both PCand FDCM and shall, as far as possible and as permissible by Applicable Law, incorporate the provisions of this Agreement. The Parties further agree that in the event of any conflict between the terms of this Agreement and the Articles of Association and/or Memorandum of Association, the terms and conditions of this Agreement shall prevail and take precedence as amongst the Parties hereto.
3.1.3 The JVC shall perform the functions and discharge the obligations set out herein and the Parties shall ensure that all steps as may be necessary to authorise and oblige the JVC shall be taken, including but not limited to execution of necessary agreements with the JVC.
3.1.4 The PC shall bear all the cost of incorporation of the JVC and all related and incidental costs.
3.1.5 The PC shall subscribe to 49% Shares and FDCM shall subscribe to 51% Shares of the JVC and shall always adhere to this Shareholding during the Term of this Agreement.
3.1.6 Subject to the provisions of the Act and the Articles, each fully paid Share shall carry one vote.
3.1.7 The JVC shall at all times be managed and operated as an independent enterprise for the benefit of the Shareholders. Except as expressly authorized in this Agreement, the JVC shall not at any time engage in dealings or transactions with any Party or its Affiliates on terms more favourable than would be accorded to an independent, non-affiliated person or company. It is Request for Qualification cum Proposal Joint Venture Agreement 12 hereby expressly agreed between the Parities that all related party dealings or transactions will not be permitted unless unanimously approved by the Parties in accordance with the terms and conditions of this Agreement.
JVC. The Parties procure that the JVC shall and they shall cause the JVC to, assume and undertake the following functions and responsibilities:
(a) In order to enable the JVC to undertake the principal Business and performance of any or all of the obligations under this Agreement, the Parties agree that the functions and responsibilities specified in Part A of Schedule A, including any other matter necessary and/or incidental to the development, construction, operation and maintenance of the Gorewada Zoo and Rescue Centre shall be undertaken exclusively by the JVC.
(b) To ensure that the JVC is duly authorised and empowered to undertake the Project and carry out its functions specified in Part A of Schedule A, PCand FDCM shall take such steps as may be necessary, Request for Qualification cum Proposal Joint Venture Agreement 13 including but not limited to, delegating and assigning appropriate powers necessary and required under Applicable Law, to the JVC, as envisaged under this Agreement and in accordance with Applicable Law.