COMPANY TO BE FORMED. 24.1 In the event of the Purchaser signing this agreement in his capacity as Agent for a company to be formed and the Purchaser fails within 20 (twenty) days from date of acceptance and confirmation of this agreement to register such company having as one of its objects the ratification and adoption of this agreement, or such company fails to adopt or ratify this agreement within 15 (fifteen) days after date of its incorporation, then in such an event the Purchaser shall be deemed as from the date thereof to have entered into this agreement in his personal capacity and to have acquired all the rights and obligations of the Purchaser under this agreement.
24.2 In the event of such company being registered and duly adopting or ratifying this agreement, or the nomination effected, then the Purchaser by his signature hereunder, shall be deemed to bind himself to the Seller as surety and co-principal debtor in solidium with such company for the due performance by it as Purchaser of the terms, conditions and obligations arising out of this agreement.
COMPANY TO BE FORMED. 10.1 In the event of the Purchaser signing this offer in a capacity as agent for a Company to be formed, and the Purchaser fails within 20 (twenty) days from date of acceptance of this offer, to register the Company having as one of its objects the ratification and adoption of this agreement, or such Company, if formed fails to adopt or ratify this agreement within 7 (seven) days after the date of its incorporation, then, and in such event, the Purchaser shall be deemed, as from the date of acceptance hereof, to have entered into this agreement in his personal capacity, and to have acquired and accepted all the rights and obligations of the Purchaser under this agreement, subject to the condition that all parties may in writing agree otherwise.
10.2 In the event of such Company being registered and duly adopting or ratifying this agreement, the said Purchaser, the signatory to this agreement or of Schedule 1 hereto, shall be deemed to be bound to the Seller as surety and co-principal debtor in solidum with such Company for the due performance by it as the replacement Purchaser of all the terms, conditions and other obligations arising from this agreement, subject to the terms and conditions as set out in Schedule 1 hereto. (See schedule 1).
COMPANY TO BE FORMED. If the person signing as Purchaser acts or purports to act as agent or trustee for a company not yet incorporated or formed:
14.1 such person undertakes personally that the company will be formed within 30 (thirty) days of Signature Date and will within 14 (fourteen) days of being incorporated or formed, adopt or ratify this Agreement without modifications.
14.2 if the said company is not formed within the period prescribed in clause 13.1, or having been incorporated or formed does not adopt or ratify this Agreement within the period of 14 (fourteen) days, then such person shall be deemed to be the Purchaser in terms of this Agreement.
14.3 if the said company is formed and does adopt or ratify this Agreement as contemplated in 13.1, then such person is hereby bound in favour of the Seller as surety and co-principal debtor in solidum, under renunciation of the benefits of division, excussion and cession of action, for the due performance of all the obligations of the said company or close corporation in terms of or arising out of:-
14.3.1 this Agreement; or
14.3.2 any cancellation of this Agreement; or
14.3.3 section 35 of the Insolvency Act No. 24 of 1936, as amended, pursuant to the abandonment by a liquidator or cancellation by a Court of this agreement, in the event of the of the said company being wound-up.
COMPANY TO BE FORMED. 18.1 If this agreement is entered into, by the signatory for the Purchaser in a capacity as director for a company to be formed, then the said signatory, by the signatory's signature hereto, hereby binds the signatory in favour of the Seller as surety and co-principal debtor, under renunciation of the benefits of division, excussion and cession of action, for the due performance of all the obligations of the said company in terms of or arising out of this Agreement or any cancellation hereof; and
18.2 Without prejudice to the aforegoing provisions, in the event of such company not being formed within 30 (thirty) days after the date of signature of this agreement by the Purchaser, and/or failing to ratify and make the provisions of this agreement binding upon itself, and/or failing within 7 (seven) days of being formed to deliver to the Conveyancers the originals or certified copies of its Memorandum of Incorporation, Certificate to Commence Business, Certificate of Incorporation, and all necessary resolutions of shareholders and/or directors in respect of this sale, in the case of a company, or of its Founding Statement, any applicable association agreement, then and in any such event, the said signatory shall be personally liable in terms hereof as if the signatory had contracted in his own personal capacity.
COMPANY TO BE FORMED. 22.1. In the event of the Purchaser being a Company to be formed, the signatory for the Purchaser shall be personally liable for all obligations of the Purchaser as though he contracted in his personal capacity if:
22.1.1. the company in respect whereof he acts as trustee is not incorporated within 30 (thirty) days of date of signature hereof by such signatory; and/or
22.1.2. the company having been incorporated, fails to adopt and ratify unconditionally this transaction without modification within seven (7) days of incorporation.
22.2. Upon timeous formation of the said company and due and timeous ratification and adoption of this transaction as aforementioned, the said signatory shall become and be liable to the Seller as surety for and co-principal debtor with the company for its obligations as Purchaser in terms of this Agreement under renunciation of the benefits of excussion and division.
COMPANY TO BE FORMED. 19.1 In the event of the Purchaser being a company to be formed the signatory for the Purchaser shall be personally liable for all the obligations of the Purchaser as though he contracted in his personal capacity if -
19.1.1 the company in respect whereof he acts as trustee is not incorporated within 45 (forty five) days of date of signature hereof by such signatory ; and
19.1.2 the company having been incorporated, fails to adopt and ratify unconditionally this transaction without modification within 5 (five) days of date of incorporation.
19.2 Upon timeous formation of the said company and due and timeous ratification and adoption of this transaction as aforementioned the said signatory shall become and be liable to the Seller as surety for and co-principal debtor with the company for its obligations as Purchaser in terms of this agreement under renunciation of the benefits of the exceptions of excussion and division and cession of action.
19.3 Until formation of the company, the signatory shall be personally liable for all the obligations of the Purchaser as though he contracted in his personal capacity.
COMPANY TO BE FORMED. 28.1. Should the Purchaser be acting as a trustee for a company in the process of formation and within 30 (thirty) days of the last signature of this Agreement:
28.1.1. such company is not incorporated; or
28.1.2. such company fails to validly ratify and adopt (in accordance with the provisions of all applicable legislation, including the provisions of the Companies Act 71 of 2008) the terms of this Agreement, then and in that event, the Purchaser shall be deemed to the Purchaser in his personal capacity and be bound and obliged to discharge all of the obligations imposed upon the Purchaser in terms of this Agreement.
COMPANY TO BE FORMED. 29.1. In the event of the Purchaser signing this Agreement in his capacity as trustee for a company to be formed and the Purchaser fails within 20 (twenty) days from date of acceptance and confirmation of this Agreement to register such company having as one of its objects the ratification and adoption of this Agreement, or such company fails to adopt or ratify this Agreement within 15 (fifteen) days after date of its incorporation, then in such an event the Purchaser shall be deemed as from the date thereof to have entered into this Agreement in his personal capacity and to have acquired all the rights and obligations of the Purchaser under this Agreement. Seller(s) Initial Purchaser(s) Initials Witnesses Initial
COMPANY TO BE FORMED. 21.1 As provided for in Section 21 of the Companies Act 71 of 2008 (as amended from time to time) and where the CESSIONARY signs this agreement in his capacity as agent for a company to be formed and the CESSIONARY fails within 30 (thirty) days from date of acceptance and confirmation of this agreement to register such company having as one of its objects the ratification and adoption of this agreement, or such company fails to adopt or ratify this agreement within 90 (ninety) days after the date of its incorporation, then in such an event the CESSIONARY shall be deemed as from the date thereof to have entered into this agreement in his personal capacity and to have acquired all the rights and obligations of the CESSIONARY under this agreement.
21.2 In the event of such company being registered and duly adopting or ratifying this agreement, or the nomination effected, then the person signing this document on behalf of the CESSIONARY by his signature hereunder, shall be deemed to bind himself to the CEDENT as surety and co-principal debtor in solidium with such company for the due performance by it as CESSIONARY of the terms, conditions and obligations arising out of this agreement.
COMPANY TO BE FORMED. If this lease is entered into by a person/s acting as a trustee/s on behalf of a company or close corporation or trust to be formed, then;
33.1. The trustee/s personally jointly and severally warrant/s to the Lessor that the company or close corporation or trust to be incorporated or formed will, within sixty (60) days from the date of this agreement;
32.1.1. be duly formed and incorporated; and
32.1.2. duly adopt, ratify and confirm without modification this agreement; and
32.1.3. take all other steps necessary to render this agreement binding on it; and
32.1.4. deliver up its Certificate of Incorporation and Memorandum and Articles of Association in the case of a company, its Founding Statement and Association Agreement (if any) in the case of a Close Corporation and the Certificate of Appointment of Trustees and Trust Deed in the case of a trust together with a true copy of the resolution referred to in 32.1.1 duly certified by the chairman of the meeting.
32.2. The trustee/s personally hereby jointly and severally bind themselves to the Lessor that, failing compliance with the provisions of 33.1 hereof, they shall personally be bound by all the obligations and entitled to all the rights of the Lessee in terms and arising out of this Agreement of Lease.
32.3. In the event of proper compliance with the provisions of 32.1 hereof the trustee/s shall be bound by all the terms of the Deed of Suretyship incorporated herein and signed by them in their personal capacities but in the event that they shall be personally bound by all the obligations and entitled to all the rights of the Lessee by virtue of non-compliance with the provisions of 33.1 hereof, then the Deed of Suretyship shall be regarded “pro non scipto:”
