RECITALS WHEREAS definition

RECITALS WHEREAS the Company has filed a Registration Statement on Form SB-2/A with the Securities and Exchange Commission for 1,500,000 shares (the "Shares") of the Company's common stock, $.001 par value.
RECITALS WHEREAS the Seller is the owner of a suppository product lines identified by the names Feverall (acetaminophen in strengths 80, 120, 325 and 650 mg.) and Acetaminophen Unisert (in strengths 120, 325 and 650 mg.) (the "Product") and the New Drug Approval (No. 8-337) issued by the United States Food and Drug Administration (the "FDA") with respect to the Product together with all amendments, supplements and updates thereto (the "NDA"); and
RECITALS WHEREAS. Seller has assets, patents, and or trademarks as reflected in Exhibit A that the Buyer wishes to purchase.

More Definitions of RECITALS WHEREAS

RECITALS WHEREAS. Licensor is a pharmaceutical company with expertise in the development and commercialization of pharmaceutical products, including the Licensed Products; WHEREAS, Licensor Controls certain Know-How and Patent Rights relating to the Licensed Products;
RECITALS WHEREAS the Seller is and has been engaged in the research, development, design, testing, manufacture, sale, support and improvement of a product line consisting of all versions of the mobility assist robotics products set forth on Schedule 1.1(g) (such named products, collectively, the “Business Products”), and software applications, support services and cloud environments related of the Business Products (the “Business”); and
RECITALS WHEREAS. SBC and NAS have entered into the Stock Purchase Agreement, dated as of February 4, 2000 (including, without limitation, each Attachment, Schedule, and the Summary Operating Agreement referred to in the Stock Purchase Agreement or attached to the Stock Purchase Agreement) (collectively the "Stock Purchase Agreement"); and
RECITALS WHEREAS. Sun wishes to license its eJavaOS technology, while maintaining compatibility among JAVA language-based products; and

Related to RECITALS WHEREAS

  • Recitals means the recitals of this Agreement.

  • Whereas the Company has registered or will have registered each Account with the SEC (unless exempt therefrom) as a unit investment trust under the 1940 Act before any Contracts are issued by that Account; and" "The Company represents and warrants (a) that the Contracts are registered under the 1933 Act or will be so registered before the issuance thereof (unless exempt therefrom), (b) that the Contracts will be issued in compliance in all material respects with all applicable Federal and state laws and (c) that the Company will require of every person distributing the Contracts that the Contracts be offered and sold in compliance in all material respects with all applicable Federal and state laws. The Company further represents and warrants that it is an insurance company duly organized and validly existing under applicable law and that it has legally and validly authorized each Account as a separate account under Section 27-1-5-1 of the Indiana Insurance Code, and has registered or, prior to the issuance of any Contracts, will register each Account (unless exempt therefrom) as a unit investment trust in accordance with the provisions of the 1940 Act to serve as a separate account for its Contracts, and that it will maintain such registrations for so long as any Contracts issued under them are outstanding."

  • And whereas The Lessee wishes to lease the Leased Premises from the Lessor in unprotected lease and to sign the Management Agreement, inter alia, as stated hereunder, and the Appendixes of this Agreement in accordance with the provisions set forth in this Agreement;

  • Preamble Asset Sale Offer"............................................................ 4.06 "Bankruptcy Law".............................................................. 6.01 "Change of Control Offer"..................................................... 4.08 "covenant defeasance option".................................................. 8.01(b) "Custodian"................................................................... 6.01 "Definitive Securities"....................................................... Appendix A "Event of Default"............................................................ 6.01 "Excess Proceeds"............................................................. 4.06 "Exchange Securities"......................................................... Preamble "Global Securities"........................................................... Appendix A "Guaranteed Obligations"...................................................... 10.01 "incorporated provision"...................................................... 11.01 "Initial Securities".......................................................... Preamble "legal defeasance option"..................................................... 8.01(b) "Notice of Default"........................................................... 6.01 "Offer Period"................................................................ 4.06(d) "Original Securities"......................................................... Preamble "Paying Agent"................................................................ 2.04 "protected purchaser"......................................................... 2.08 "Refinancing Indebtedness".................................................... 4.03(b) "Refunding Capital Stock"..................................................... 4.04 "Registration Agreement"...................................................... Appendix A "Registered Exchange Offer"................................................... Appendix A "Registrar"................................................................... 2.04 "Restricted Payment".......................................................... 4.04(a) "Retired Capital Stock"....................................................... 4.04(b) "Securities Custodian"........................................................ Appendix A "Shelf Registration Statement"................................................ Appendix A "Special Redemption".......................................................... 3.07(b) "Special Redemption Date"..................................................... 3.07(b) "Special Redemption Price".................................................... 3.07(b) "Successor Company"........................................................... 5.01(a) "Successor Guarantor"......................................................... 5.01(b)(i) "TRW Automotive Luxembourg"................................................... 4.11(d)

  • Recital a "Schedule” and a “paragraph / clause" shall be construed as a reference to an Article, a Recital, a Schedule and a paragraph/clause respectively of this Agreement;

  • the first supplementary agreement means the agreement of which a copy is set out in the Second Schedule;

  • Original LLC Agreement has the meaning set forth in the Recitals.

  • Supplemental Agreement means an agreement supplemental to this Agreement, substantially in the form set out in Schedule 1 to this Agreement to be entered into by the Secretary of State and the Company pursuant to which the Company agrees to establish and maintain, and to carry on or provide for the carrying on, and the Secretary of State agrees to fund, an Academy in accordance with the terms and conditions of that Supplemental Agreement and this Agreement;

  • Michigan national guard means that term as defined in section 105 of the Michigan military act, 1967 PA 150, MCL 32.505.

  • Original Guarantors shall have the meaning assigned to such term in the Preamble hereof.

  • Existing Agreement has the meaning set forth in the recitals hereto.

  • Acquisition Agreement Representations means such of the representations made by or on behalf of the Target in the Acquisition Agreement as are material to the interests of the Lenders, but only to the extent that the accuracy of any such representation is a condition to the obligations of Holdings or an Affiliate thereof to close under the Acquisition Agreement or Holdings (or an Affiliate thereof) has the right to terminate its obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

  • Supplemental Agreements means the First Supplemental Agreement, the Second Supplemental Agreement, the Third Supplemental Agreement, the Fourth Supplemental Agreement, the Fifth Supplemental Agreement and the Sixth Supplemental Agreement.

  • Restatement Agreement means the Restatement Agreement to the Existing Credit Agreement dated as of June 30, 2017 by and among each of the Loan Parties party thereto, the Administrative Agent and the Lenders party thereto.

  • Original Agreement has the meaning set forth in the recitals.

  • Original Plan means any defined contribution plan which meets the requirements of Code Section 401 and referred to in Article XII of the Plan.

  • Amendment No. 1 Effective Date has the meaning specified in Amendment No. 1.

  • Additional Guarantors shall have the meaning assigned to such term in the Preamble hereof.

  • National Grid means National Grid Gas plc (Company No.2006000) whose registered office is at 1-3 Strand, London WC2N 5EH.

  • Amendment No. 4 Effective Date has the meaning assigned to such term in Amendment No. 4.

  • the Second Supplementary Agreement means the Second Supplementary Agreement, a copy of which is set out in Schedule 3;

  • Amendment and Restatement Agreement means the Amendment and Restatement Agreement, dated as of January 29, 2016, among the Borrowers, the Lenders party thereto and the Administrative Agent.

  • Amendment No. 2 Effective Date has the meaning specified in Amendment No. 2.

  • Amendment No. 8 Effective Date has the meaning assigned to such term in Amendment No. 8.

  • Documents Incorporated by Reference means all interim and annual financial statements, management’s discussion and analysis, business acquisition reports, management information circulars, annual information forms, material change reports, Marketing Documents and other documents that are or are required by Applicable Securities Laws to be incorporated by reference into the Offering Documents, as applicable;

  • Existing LLC Agreement is defined in the recitals to this Agreement.