The Business. The parties acknowledge that the Company is engaged in the development, marketing and sale of certain proprietary technologies, processes and related products in the areas of chemical detection, technical processes, and technical/business services, and that the Company may also from time to time become or may intend to become engaged in other business endeavors (individually and collectively, the "BUSINESS"). The Company shall be deemed to intend to become engaged in a business endeavor if it has devoted or expended any significant resources, either financial or human resources, towards the proposed endeavor, either in planning or implementing the undertaking of such planned endeavor.
The Business. Upon transfer to OpCo of the Contributed Assets, the Purchased Assets and the Working Capital Assets as contemplated in the OpCo Contribution Agreement, and consummation of the transactions contemplated by the other Transactional Documents, (i) OpCo will have or, through the Franchise Agreement, will have access to all tangible and intangible assets and all personnel reasonably necessary to conduct a business that is substantially the same as and that operates in accordance with the same standards of operation as the business of the Hospitals prior to the Closing, and (ii) OpCo will have the means to provide the services specified in Section 7.9 of the OpCo Contribution Agreement.
The Business. 6.1 As far as the Directors are aware, no event has occurred or is subsisting or is about to occur which constitutes or would, with the giving of notice and/or lapse of time,constitute a default or result in the acceleration by way of default, of any obligation under any agreement or arrangement to which any member of the Group is a party which is material to the business of any member of the Group. 6.2 As far as the Directors are aware, there is no agreement, arrangement or transaction material to the business and/or financial position and/or prospects of the Group as a whole which is invalid or which may be rescinded, avoided or repudiated, and no member of the Group has received notice of any intention to terminate, repudiate or disclaim any such agreement, arrangement or transaction. 6.3 Other than the articles of association of the Company, the terms of this Agreement, the service contracts or engagement terms between the Company and the Directors, no contract or arrangement exists between the Company and (in his capacity as such) any person who owns or, has any interest in or rights in relation to any Ordinary Shares or securities (or any person who is connected with such a person) with regard to: 6.3.1 the management of any business of any member of the Group; or 6.3.2 the appointment or removal of any of the directors of any member of the Group; or 6.3.3 any other matter concerning any member of the Group or its affairs.
The Business. Indow Windows is a manufacturer of interior thermal inserts that insulate windows and block noise. Indow Windows are sold via authorized dealers (“Dealer” or “Dealers”) to homeowners and commercial customers. Indow Windows has instituted a program whereby third parties (“Affiliates) can act on behalf of the Dealer to generate retail sales leads (“Leads”) for the Dealer (“Affiliate Program”).
The Business. The principal business of the Company shall be to engage in the marketing and sale of the Products manufactured by the Quota Holders and/or their Affiliates, and purchased by the Company under the Pirelli LTSA and the CDTI LTSA including any and all related activities generally associated with such business, and any additional businesses agreed by the Parties from time to time (the “Business”). The Company’s head offices shall be located in Via Piero e Alberto Pirelli 27, 20126, Milan, Italy.
The Business. The parties acknowledge that the Company is engaged ------------- in the development, marketing and sale of certain proprietary technologies, processes and related products in the areas of chemical detection, technical processes, and technical/business services, and that the Company may also from time to time become or may intend to become engaged in other business endeavors (individually and collectively, the "BUSINESS").
The Business. All of the material assets, intellectual property, technology, contracts and other instruments, including but not limited to the Intermediate Shareholder Transferred Assets, which relate to the Business, have been, or prior to the Closing shall be, transferred by Intermediate Shareholder to Intermediate.
The Business. The Parties hereby agree to jointly work towards development of the business strategy of the Company defined herein. The Company will execute the business plan or other programs as agreed to by the Parties, make any and all necessary disbursements on behalf of the Business, and collect and distribute profits in accordance with the ownership percentages of the Joint Venture. The terms of this Agreement will be implemented in the governing documents of the Company to the extent practicable; to the extent that certain terms may not be implemented in the Company’s governing documents, then this Agreement will govern the relations between the Parties to the extent of any such inability.