HKHL definition
Examples of HKHL in a sentence
HKHL has good, clear and marketable title to all the tangible properties and tangible assets reflected in the Financial Statements as being owned by HKHL or acquired after the date thereof which are, individually or in the aggregate, material to HKHL’s business (except properties sold or otherwise disposed of since the date thereof in the ordinary course of business), free and clear of all material liens.
The Company shall have completed within thirty (30) days from the date of this Agreement of its due diligence investigation of HKHL to its satisfaction.
HKHL is not aware that any of its employees is obligated under any contract (including licenses, covenants or commitments of any nature) or other agreement, or subject to any judgment, decree or order of any court or administrative agency, that would interfere with the use of his or her best efforts to promote the interests of HKHL or that would conflict with HKHL’s business as presently conducted or as proposed to be conducted.
HKHL does not believe it is or will be necessary to utilize any inventions of any of its employees (or people it currently intends to hire) made prior to or outside the scope of their employment by HKHL.
Such minute book contains accurate records of all meetings and other corporate actions of the board of directors, committees of the board of directors, incorporators and shareholders of HKHL from the date of its incorporation to the date hereof which were memorialized in writing.
Except as expressly permitted or contemplated by this Agreement, no event or condition shall have occurred which has adversely affected or may adversely affect in any respect the condition (financial or otherwise) of HKHL between the date of execution of this Agreement and the Closing Date.
HKHL is not bound by or subject to (and none of its assets or properties is bound by or subject to) any written or oral, express or implied, contract, commitment or arrangement with any labor union, and no labor union has requested or, to the HKHL’s knowledge, has sought to represent any of the employees, representatives or agents of HKHL.
Neither the execution nor delivery of this Agreement or the Exchange Documents, nor the carrying on of HKHL’s business by the employees of HKHL, nor the conduct of HKHL’s business as proposed, will, to HKHL’s knowledge, conflict with or result in a breach of the terms, conditions or provisions of, or constitute a default under, any contract, covenant or instrument under which any of such employees is now obligated.
HKHL is a Hong Kong company duly organized, validly existing and in good standing under the laws of Hong Kong.
As security for the performance of HKHL’s obligations hereunder, HKHL, the Investors and all other recipients of the Consideration shall deliver to the Company stock certificates representing the aggregate amount of Consideration, together with the necessary stock powers executed in blank and such other instruments of transfer as may be necessary or desirable to transfer full and complete ownership of such Consideration to the Company free and clear of any liens or encumbrances.