ACCOUNTS OF THE COMPANIES Sample Clauses

ACCOUNTS OF THE COMPANIES. 2.1. Accounts of the Companies as at August 31, 1998 The guaranty contemplated herein relates in particular to the Accounts as at August 31, 1998 of the following companies: - ALLIBERT EQUIPEMENT - ATMP - SCI DE LA PLAINE - HOLDIPLAST - ALLIBERT EQUIPEMENT US INC. (USA) - ALLIBERT CONTENITORI Spa (Italy) - ALLIBERT CONTENTORES (Portugal) - ALLIXXXX XXXDLING ( ex- SOMMXX XXXIBERT UK) - ALLIBERT MANUTENCION S.A. (Spain) - ALLIBERT EQUIPEMENT Sprl (Belgium) - ALLIXXXX XXXXXX XXXXX (Xxina) - ALLIBERT TRANSPORT UND LAGERTECHNIK Ges.mbH (Austria) (the "Companies") A copy of the Accounts of the Companies (balance sheets, income statements and appendices) closed as at August 31, 1998, as certified by the Statutory Auditors and for Companies without Statutory Auditors, attached with an opinion without reservations issued by an auditor is in the exhibits hereto (EXHIBIT 6). They are true and sincere and give a fair image of the results of the operations from January 1, 1998 to August 31, 1998, as well as of the financial situation and assets and liabilities of these Companies as at August 31, 1998. The Companies are at the date hereof the valid legitimate owners, without any dispute, restriction or reservation, of all assets reflected in the Balance Sheets as at August 31, 1998, whether movable or immovable, tangible or intangible. These assets and rights shall not be encumbered by any security interest, lien, mortgage or pledge, with the exception of those in the exhibits (EXHIBIT 8). UNDISCLOSED LIABILITIES Except for liabilities and operations reflected in the Accounts as at August 31, 1998 and for expenses and other debts incurred in the ordinary course of business to the Seller's knowledge, the Companies, as at August 31, 1998, have no material obligation or significant liability of the Companies, certain or probable, of a type required to be set forth in the Accounts as at August 31, 1998, prepared in accordance with GAAP.
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ACCOUNTS OF THE COMPANIES. Aetna Life Insurance and Annuity Company ----------------------------------------

Related to ACCOUNTS OF THE COMPANIES

  • Assets of the Company Any indemnification under this Article VIII shall be satisfied solely out of the assets of the Company. No debt shall be incurred by the Company or the Member in order to provide a source of funds for any indemnity, and the Member shall not have any liability (or any liability to make any additional Capital Contribution) on account thereof.

  • Agreements of the Company The Company agrees with the several Underwriters as follows:

  • Covenants of the Companies Each of the Companies covenants with the Underwriters as follows:

  • Liabilities of the Company The Company does not have any Obligations of a nature required by GAAP to be disclosed on a consolidated balance sheet of the Company, except: (i) as disclosed in the Financial Statements; or (ii) incurred in the Ordinary Course of Business since the date of the last Financial Statements filed by the Company with the SEC that have not had, and would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

  • Operations of the Company Except as set forth on Schedule 3.26, since the Balance Sheet Date the Company has not:

  • Interim Operations of the Company The Company covenants and agrees as to itself and its Subsidiaries that during the period from the date of this Agreement until the Effective Time or the date, if any, on which this Agreement is earlier terminated pursuant to Section 7.1, except as (w) disclosed in Section 5.1 of the Company Disclosure Letter, (x) expressly contemplated or permitted by this Agreement, (y) required by applicable Law, or (z) agreed to in writing by Parent, after the date of this Agreement and prior to the Effective Time:

  • Expenses of the Company The Company shall pay all of its expenses and shall reimburse the Manager for documented expenses of the Manager incurred on its behalf (collectively, the “Expenses”). Expenses include all costs and expenses which are expressly designated elsewhere in this Agreement as the Company’s, together with the following:

  • Rights of the Company The Company shall not be required to (i) transfer on its books any Purchased Shares that have been sold or transferred in contravention of this Agreement or (ii) treat as the owner of Purchased Shares, or otherwise to accord voting, dividend or liquidation rights to, any transferee to whom Purchased Shares have been transferred in contravention of this Agreement.

  • Certain Agreements of the Company The Company agrees with the several Underwriters that:

  • Purposes of the Company The Company has been organized to engage in any lawful act or activity for which a Delaware limited liability company may be formed.

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