New PC Sample Clauses
The "New PC" clause establishes the terms under which a new personal computer (PC) will be provided, replaced, or upgraded within the context of an agreement. Typically, this clause outlines the conditions that must be met for a party to receive a new PC, such as the expiration of a device's useful life, malfunction, or as part of a scheduled technology refresh. For example, it may specify the specifications of the new PC, the process for returning the old device, and any associated costs or responsibilities. The core function of this clause is to ensure that parties have clear expectations regarding the provision and replacement of PCs, thereby minimizing disputes and ensuring operational continuity.
New PC. ▇▇. ▇▇▇▇▇▇▇ shall have formed the New PC under the laws of the State in order to commence the practice of orthodontics through the New PC. ▇▇. ▇▇▇▇▇▇▇ shall have furnished (i) a certificate of the State Secretary of State as to the legal existence and professional corporation good standing of New PC; and (ii) a copy of the resolutions adopted by the board of directors and stockholders of New PC authorizing and approving the Management Services Agreement and the Stock Put/Call Option and Successor Designation Agreement.
New PC. Dr. Leonard shall have formed a new professional e▇▇▇▇▇ (▇▇▇ "New PC") under the laws of the State in order to commence the practice of orthodontics through the New PC. Dr. Leonard shall have furnished (i) a certificate ▇▇ ▇▇▇ ▇▇▇te Secretary of State as to the legal existence and professional corporation good standing of New PC at the Closing or within 15 days thereafter; and (ii) a copy of the resolutions adopted by the board of directors and stockholders of New PC authorizing and approving the Management Services Agreement and the Stock Put/Call Option and Successor Designation Agreement.
New PC. Dr. Longworth shall have formed a new professiona▇ ▇▇▇▇▇▇ (▇▇▇ "New PC") under the laws of the State in order to commence the practice of orthodontics through the New PC. Dr. Longworth shall have furnished (i) a certific▇▇▇ ▇▇ ▇▇▇ ▇▇ate Secretary of State as to the legal existence and professional corporation good standing of New PC; and (ii) a copy of the resolutions adopted by the board of directors and stockholders of New PC authorizing and approving the Management Services Agreement and the Stock Put/Call Option and Successor Designation Agreement.
New PC. The Shareholders shall have organized New PC and New PC shall have entered into Employment Agreements with the dentists presently employed by Seller and Seller shall have duly and validly assigned to New PC all reimbursement contracts with third party insurance companies, managed care companies and other reimbursement sources referred to in Section 2.2(f).
New PC. Dr. Whitaker shall have form▇▇ ▇▇▇ ▇▇▇ ▇C under the laws of the State in order to commence the practice of orthodontics through the New PC. Dr. Whitaker shall have fu▇▇▇▇▇▇▇ (▇) ▇ certificate of the State Secretary of State as to the legal existence and professional corporation good standing of New PC; and (ii) a copy of the resolutions adopted by the board of directors and stockholders of New PC authorizing and approving the Management Services Agreement and the Stock Put/Call Option and Successor Designation Agreement.
New PC. Spinoff. The Company shall form, organize and incorporate New P.C. in the State and the Articles or Certificate of Incorporation and Bylaws of New P.C. shall be in form and substance reasonably satisfactory to Vision 21. The Company shall not permit New P.C. to commence business until the Closing Date. On or prior to the Closing, Company shall take all actions and execute all documents, agreements or instruments necessary to transfer to New P.C. the Company's optometric business and to transfer good, valuable, and marketable title to all of the Company's Optometric Assets in exchange for the issuance by the
New PC. Dr. Gray shall have formed a new professional ent▇▇▇ (▇▇▇ "New PC") under the laws of the State in order to commence the practice of endodontics through the New PC. Dr. Gray shall have furnished (i) a certificate o▇ ▇▇▇ ▇▇ate Secretary of State as to the legal existence and professional corporation good standing of New PC; and (ii) a copy of the resolutions adopted by the board of directors and stockholders of New PC authorizing and approving the Management Services Agreement and the Stock Put/Call Option and Successor Designation Agreement.
New PC. Dr. Bilyeu shall have organized New PC and New PC shall have entered ▇▇▇▇ ▇▇▇▇oyment Agreements with the dentists employed as of the Closing by Seller and Seller shall have duly and validly assigned to New PC all reimbursement contracts with third party insurance companies, managed care companies and other reimbursement sources referred to in Section 2.2(e). Seller shall have changed its corporate name to a name reasonably acceptable to Purchaser and New PC shall have changed its corporate name to Castle Mid-South Dental Center, P.C.
New PC. Dr. Feldman shall have formed the New PC under the laws of the State i▇ ▇▇▇▇▇ ▇▇ commence the practice of orthodontics through the New PC. Dr. Feldman shall have furnished (i) a certificate of the State Secret▇▇▇ ▇▇ ▇▇▇▇e as to the legal existence and professional corporation good standing of New PC; and (ii) a copy of the resolutions adopted by the board of directors and stockholders of New PC authorizing and approving the Management Services Agreement and the Stock Put/Call Option and Successor Designation Agreement.
New PC. The New PC shall have been formed with an ownership and ------ organizational structure satisfactory to ADP, as described in (S)4.2(j)(ii)(A), each Shareholder (other than ▇▇. ▇▇▇▇▇▇▇) shall have entered into a Five-Year Agreement with the New PC as contemplated by (S)4.2(j), and the Shareholders shall have satisfied their obligations under (S)4.2(j)(ii)(B) with respect to other Five-Year Agreements and One- Year Agreements between the New PC and other dentists and specialists.