Wing Sail definition
Examples of Wing Sail in a sentence
The Wing Sail Company d/b/a Earth Biofuels Distribution Company By: /s/ D▇▇▇▇▇ ▇.
Ste 403, Dallas, TX 75205 USA D▇▇▇▇▇ Biofuels, LLC The Wing Sail Company d/b/a Earth Biofuels Distribution Company Earth Ethanol of Washington L.L.C Earth LNG, Inc.
For purposes of this Agreement, “Material Adverse Effect” shall mean any change in, or effect on Buyer or Wing Sail (including the businesses thereof) which is, or reasonably could be expected to be, materially adverse to the business, operations, assets, condition (financial or otherwise) or prospects of such of Wing Sail or of Buyer.
The books and accounts of Wing Sail are complete and correct in all material respects and fairly reflect all of the transactions, items of income and expense and all assets and liabilities of the businesses of Wing Sail consistent with prior practices of Wing Sail, including past accounting treatments utilized by Wing Sail.
The Reviewed Balance Sheet (x) shall be prepared on the same basis and in accordance with United States GAAP and (y) shall include a schedule clearly showing any adjustments to the net worth or obligations of Wing Sail.
Wing Sail is a corporation duly organized, validly existing, and in good standing under the laws of the State of Texas and has the power to own, lease and use the properties used in its businesses and to carry on its businesses as now being conducted.
The statements of income included in the Wing Sail Financial Statements do not contain any items of special or non-recurring income except as expressly specified therein, and the balance sheets included in the Wing Sail Financial Statements do not reflect any write-up or revaluation increasing the book value of any assets except as otherwise clearly and conspicuously stated therein.
Seller’s obligation to sell the Stock and to take the other actions required to be taken by Seller and Wing Sail at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Seller, in whole or in part, in writing).
Except to the extent reserves therefore are reflected on the Wing Sail Balance Sheet, Wing Sail is not liable or will not become liable, for any Taxes for any period ending on, prior to or through the dates of the Wing Sail Balance Sheets.
For a period of up to sixty (60) days following the Closing, Buyer shall provide Seller, at no charge, access during normal business hours to an office to work from, and telephone service in order to allow for Seller’s final closing of the books of Wing Sail.