Rxxxxxx. Xx written consent of the Member, any Director or Directors, including all of the Directors, may be removed, either with or without cause.
Rxxxxxx. A. The Company is engaged in the operation of retail stores that sell lawn and garden products, Christmas trim-a-tree merchandise, artificial flowers and arrangements, garden and floral crafts and home decorative products (the "Business").
Rxxxxxx. Xxxx, Weiss, Rifkind, Wxxxxxx & Gxxxxxxx LLP 1000 Xxxxxx xx xxx Xxxxxxxx Xxx Xxxx, XX 00000-0000 txxxxx@xxxxxxxxx.xxx lxxxxxxx@xxxxxxxxx.xxx
Rxxxxxx. Xxxle xxxxxxs to retain Murphy as the Executive Vice President and Chief Operating Officer ox Xxxxe and Murphy desires to accept such employment, all upon the terms and conxxxxxxs hereinafter set forth.
Rxxxxxx. Notwithstanding any investigation or due diligence by SSG, MacMark and Equilink represent, warrant and covenant to SSG as follows: 24 FINAL December 21, 2000 25.1 Organization and Authorization. MacMark and Equilink are both corporations duly organized, validly existing and in good standing under the laws of the state of Delaware, and are wholly owned subsidiaries of Rxxxxxx Sports, Inc. MacMark and Equilink have corporate power to enter into and carry out their obligations under this Agreement. This Agreement will be a valid and binding obligation of MacMark and Equilink when executed by all parties.
Rxxxxxx. Corporation desires to employ Officer as its Senior Vice President and Chief Financial Officer and Officer is willing to accept such employment by Corporation, on the terms and subject to the conditions set forth in this Agreement.
Rxxxxxx. (b) On or before the Settlement Date, SBTI shall cause to be wired a payment of the balance of $339,983 to the escrow account of Couch White LLP. Said wire shall be received by Couch White, LLP by 1:00 P.M. Eastern Standard Time on the Settlement Date.
Rxxxxxx. 5. Following receipt, as set forth in section 2 above, by Couch White, LLP. of the total payment of $1,189,983, and by SBTI's counsel of the 17 million shares of SBTI common stock and of the Note, SBTI and Lightec, on the one hand, and M.A. Rxxxxxx and M. Xxxxxxx, on the other hand, will execute a mutual waiver and release of all claims of any kind whatsoever that each may have against the other in the form annexed hereto. The executed releases shall be exchanged by overnight mail within five business days of Couch White LLP's timely receipt of this total payment of $1,189,983.
Rxxxxxx. (d) There is no outstanding subscription, contract or other rights obligating Lightec to issue, sell, exchange, or otherwise dispose of, or to purchase, redeem or otherwise acquire, Lightec Stock.
