Licensure of Individuals Sample Clauses

Licensure of Individuals. The Seller and any other officers and employees of the Company or its Affiliates who are required by Applicable Law to be licensed or registered for the activities conducted by them in respect of the Company or its Subsidiaries are and at all times since January 1, 2007 (or such later time that such Persons began their association with the Company and its Affiliates), have been duly licensed or registered in each state or jurisdiction in which, and with each Governmental Authority with which, such licensing or registration is so required. Each such registration or license is in full force and effect. Except as may be disclosed in Forms ADV filed by the Company or its Subsidiaries prior to the date of this Agreement and set forth in Section 5B.3 of the Company Disclosure Letter, none of such Persons is, or, since January 1, 2007, has been, subject to any material disciplinary or other material regulatory compliance Action or material complaint by a Governmental Authority, Client or Funds Client or any material disciplinary action by the Company or any of its Affiliates.
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Licensure of Individuals. All of the Sellers and any other officers and employees of the Company or its Affiliates who are required by Applicable Law to be licensed or registered for the activities conducted by them in respect of the Company or its Affiliates are and at all times since January 1, 2006 (or such later time that such Persons began their association with the Company and its Affiliates), have been duly licensed or registered in each state or jurisdiction in which, and with each Governmental Authority with which, such licensing or registration is so required. Each such registration or license is in full force and effect, or will be in full force and effect prior to Closing. Except as may be set forth in Section 5B.3 of the Sellers’ Disclosure Letter, none of such Persons is, or, since January 1, 2006, has been, subject to any material disciplinary or other material regulatory compliance Action or material complaint by a Governmental Authority, Client or Fund Client or any material disciplinary action by the Company or any of its Affiliates. ARTICLE V-C
Licensure of Individuals. All of the Sellers and any other officers and employees of the Company or its Affiliates who are required by Applicable Law to be licensed or registered for the activities conducted by them in respect of the Company or its Subsidiaries are and at all times since January 1, 2006 (or such later time that such Persons began their association with the Company and its Affiliates), have been duly licensed or registered in each state or jurisdiction in which, and with each Governmental Authority with which, such licensing or registration is so required. Each such registration or license is in full force and effect. Except as set forth in Section 5B.3 of the Company Disclosure Letter, none of such Persons is, or, since January 1, 2006, has been, subject to any material disciplinary or other material regulatory compliance Action or material complaint by a Governmental Authority, Client or Funds Client or any material disciplinary action by the Company or any of its Affiliates.
Licensure of Individuals. All of the officers and employees of the Purchaser who are required by Applicable Law to be licensed or registered for the activities conducted by them in respect of the Purchaser and/or any fund, account or similar investment vehicle managed by the Purchaser will be, as of the Closing Date, duly licensed or registered in each state or jurisdiction in which, and with each Governmental Authority with which, such licensing or registration is so required. Each such registration or license will be in full force and effect as of the Closing Date.
Licensure of Individuals. All of the Sellers and any other officers and employees of the Company or VAM who are required by Applicable Law to be licensed or registered for the activities conducted by them in respect of the Company or the Funds are and at all times since January 1, 2007 (or such later time that such Persons began their association with the Company and its Affiliates), have been duly licensed or registered in each state or jurisdiction in which, and with each Governmental Authority with which, such licensing or registration is so required, other than with respect to such licenses or registrations for which the failure to obtain such licenses or registrations would not, individually or in the aggregate, have a Company Material Adverse Effect. Each such registration or license is in full force and effect. Except as may be disclosed in Forms ADV filed by VAM prior to the date of this Agreement and set forth in Section 5B.3 of the Company Disclosure Letter, none of such Persons is, or, since January 1, 2007, has been, subject to any material disciplinary or other material regulatory compliance Action or material complaint by a Governmental Authority, Client or Funds Client or any material disciplinary action by the Company or any of its Affiliates.

Related to Licensure of Individuals

  • Disclosure of Agreement As long as it remains in effect, I will disclose the existence of this Non-Interference Agreement to any prospective employer, partner, co-venturer, investor, or lender prior to entering into an employment, partnership, or other business relationship with such person or entity.

  • Disclosure of Agreements The agreements and documents described in the Registration Statement, the Preliminary Prospectus and the Prospectus conform to the descriptions thereof contained therein and there are no agreements or other documents required to be described in the Registration Statement, the Preliminary Prospectus or the Prospectus or to be filed with the Commission as exhibits to the Registration Statement, that have not been so described or filed. Each agreement or other instrument (however characterized or described) to which the Company is a party or by which its property or business is or may be bound or affected and (i) that is referred to in the Registration Statement, Preliminary Prospectus or the Prospectus or attached as an exhibit thereto, or (ii) is material to the Company’s business, has been duly and validly executed by the Company, is in full force and effect in all material respects and is enforceable against the Company and, to the Company’s knowledge, the other parties thereto, in accordance with its terms, except (x) as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditors’ rights generally, (y) as enforceability of any indemnification or contribution provision may be limited under the federal and state securities laws, and (z) that the remedy of specific performance and injunctive and other forms of equitable relief may be subject to the equitable defenses and to the discretion of the court before which any proceeding therefor may be brought, and none of such agreements or instruments has been assigned by the Company, and neither the Company nor, to the Company’s knowledge, any other party is in breach or default thereunder and, to the Company’s knowledge, no event has occurred that, with the lapse of time or the giving of notice, or both, would constitute a breach or default thereunder. To the Company’s knowledge, performance by the Company of the material provisions of such agreements or instruments will not result in a material violation of any existing applicable law, rule, regulation, judgment, order or decree of any governmental agency or court, domestic or foreign, having jurisdiction over the Company or any of its assets or businesses, including, without limitation, those relating to environmental laws and regulations.

  • Disclosure of Payments Except as expressly required by any Federal or state securities laws or other Federal or state law, neither party shall disclose any payments under this Agreement unless prior approval of the other party is obtained.

  • Disclosure of Inventions Each Party will promptly disclose to the other Party all invention disclosures submitted to such Party by its or its Affiliates’ employees describing Joint Inventions and Sole Inventions. Each Party will also respond promptly to reasonable requests from the other Party for more Information relating to such inventions.

  • Disclosure of Information Holder is aware of the Company’s business affairs and financial condition and has received or has had full access to all the information it considers necessary or appropriate to make an informed investment decision with respect to the acquisition of this Warrant and its underlying securities. Holder further has had an opportunity to ask questions and receive answers from the Company regarding the terms and conditions of the offering of this Warrant and its underlying securities and to obtain additional information (to the extent the Company possessed such information or could acquire it without unreasonable effort or expense) necessary to verify any information furnished to Holder or to which Holder has access.

  • Use of Affiliated Companies and Subcontractors In connection with the services to be provided by Manager under this Agreement, Manager may, to the extent it deems appropriate, and subject to compliance with the requirements of applicable laws and regulations, make use of (i) its affiliated companies and their directors, trustees, officers, and employees and (ii) subcontractors selected by Manager, provided that Manager shall supervise and remain fully responsible for the services of all such third parties in accordance with and to the extent provided by this Agreement. All costs and expenses associated with services provided by any such third parties shall be borne by Manager or such parties.

  • Disclosure of Interest Notwithstanding any other provision of the Deposit Agreement, each Owner and Holder agrees to be bound by and to comply with applicable German laws and regulations, including, without limitation, the German Stock Corporation Act, the German Securities Trading Act (Wertpapierhandelsgesetz) and the Satzung of the Company to the same extent as if the American Depositary Shares evidenced by a Receipt were the Shares represented by such American Depositary Shares evidenced by such Receipt) and to provide such information to the Company relating to ownership of the Shares as may be required thereunder. Under German law, as in effect on the date hereof, a person who acquires shares in a company resulting in the total interest in the voting shares capital held by such person exceeding or falling below certain thresholds, must notify such company within seven days from the time when it has or should have knowledge of the completion of the acquisition; these thresholds are 3%, 5%, 10%, 15%, 20%, 25%, 30%, 50% and 75% of the total voting share capital of such company. This provision has to be observed not only with regard to Shares directly held but to the same extent for American Depositary Shares representing such Shares. Each Owner or Holder agrees regarding Shares or American Depositary Shares acquired by it to provide the required information within the prescribed time period and in the prescribed manner to the Company in writing, to the extent that such information is available to it and is permitted to be disclosed under applicable law. If the Company requests information from the Depositary pursuant to German law or the Satzung of the Company, the obligations of the Depositary shall be limited to disclosing to the Company such information relating to the Shares in question as has been recorded by it or its agent pursuant to the terms of this Deposit Agreement and which is permitted to be disclosed under applicable law.

  • Disclosure of Sales The Company will disclose in its quarterly reports on Form 10-Q and in its annual report on Form 10-K the number of Placement Securities sold through the Sales Agent and any Alternative Sales Agent, the Net Proceeds to the Company and the compensation payable by the Company to the Sales Agent and any Alternative Sales Agent with respect to such Placement Securities.

  • Disclosure of Fees and Charges All fees and charges (including finance charges), whether or not financed, assessed, collected or to be collected in connection with the origination and servicing of each Mortgage Loan, have been disclosed in writing to the Mortgagor in accordance with applicable state and federal law and regulation. This representation and warranty is a Deemed Material and Adverse Representation;

  • Nondisclosure of Payments Except as expressly required by Federal securities laws, neither party shall disclose any payments under this Agreement unless prior approval of the other party is obtained. Any payments to the Indemnitee that must be disclosed shall, unless otherwise required by law, be described only in Company proxy or information statements relating to special and/or annual meetings of the Company's shareholders, and the Company shall afford the Indemnitee the reasonable opportunity to review all such disclosures and, if requested, to explain in such statement any mitigating circumstances regarding the events reported.

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