OTMI definition
Examples of OTMI in a sentence
OTMI is current in the filing of all forms or reports with the Securities and Exchange Commission ("SEC"), and has been a reporting company under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
All such reports and statements filed by OTMI with the SEC (collectively, "SEC REPORTS") did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstance under which they were made, not misleading.
OTMI has timely filed all material tax, governmental and/or related forms and reports (or extensions thereof) due or required to be filed and has paid or made adequate provisions for all taxes or assessments which have become due as of the Closing Date, and there are no deficiencies outstanding.
OTMI is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.
OTMI has the corporate power to own its own property and to carry on its business as now being conducted and is duly qualified to do business in any jurisdiction where so required except where the failure to so qualify would have no material negative impact.
The books of account and other financial records of OTMI are in all respects complete and correct in all material respects and are maintained in accordance with good business and accounting practices.
The Diamond Stockholders receiving Exchange Shares shall have delivered to OTMI an "Investment Letter" agreeing that the shares are being acquired for investment purposes only and not with the view to public resale or distribution.
At such Closing, OTMI shall issue to the Diamond Stockholders the Exchange Shares.
OTMI is not a party to any material pending litigation or, to its knowledge, any governmental proceedings are threatened against OTMI.
The corporate financial records, minute books and other documents and records of DIAMOND have been made available to OTMI prior to the Closing hereof.