CONFLICT WITH LAWS OR ARTICLES OF ASSOCIATION Sample Clauses

CONFLICT WITH LAWS OR ARTICLES OF ASSOCIATION. In themselves, neither the execution and delivery by the Companies of the Indenture, nor the undertaking and performance by the Companies of the obligations expressed to be assumed by them thereunder, conflicts or will conflict with or result in a breach of any provision of (or constitute a breach of or default under): (i) the respective articles of association of the Companies; or (ii) any law or generally applicable regulation of The Netherlands to which the Companies are subject, which would make the Indenture or parts thereof null and void or subject the Indenture to avoidance or nullification in The Netherlands.
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CONFLICT WITH LAWS OR ARTICLES OF ASSOCIATION. In themselves, neither the execution and delivery by the Companies of the Indenture, the undertaking, conflicts or will conflict with or result in a breach of any provision of (or constitute a breach of or default under): (i) the respective articles of association of the Companies; or (ii) any law or generally applicable regulation of The Netherlands to which the Companies are subject, which would make the Indenture or parts thereof null and void or subject the Indenture to avoidance or nullification in The Netherlands. VI. MISCELLANEOUS This opinion: (a) expresses and describes Netherlands legal concepts in English and not in their original Dutch terms; these concepts may not be identical to the concepts described by the English translations; consequently this opinion is issued and may only be relied upon on the express condition that it shall be governed by and that all words and expressions used herein shall be construed and interpreted in accordance with the laws of The Netherlands; (b) speaks as of 10 July 2003, 10:00 hours, Amsterdam time; (c) is addressed to you and is for your benefit; (d) is strictly limited to the matters set forth herein and no opinion or advice may be inferred or implied beyond that expressly stated herein; (e) may not be used for any other purpose than in connection with the filing of the Registration Statement; and (f) may,subject only to our consent to file the same as an exhibit to the Registration Statement as set out in `I. General' above, not be disclosed to any other person, company, enterprise or institution. Yours faithfully, /s/ Jan ter Haar -------------------- Jan ter Haar Clifford Chance Limited Xxxxxxxxx Xartnership ANNEX CORPORATE DOCUMENTS
CONFLICT WITH LAWS OR ARTICLES OF ASSOCIATION. In themselves, neither the execution and delivery by Royal Numico of the Purchase Agreement nor the undertaking and performance by Royal Numico of the obligations expressed to be assumed by Royal Numico thereunder conflicts or will conflict with or contravene, violate (constitute a breach of or default under):

Related to CONFLICT WITH LAWS OR ARTICLES OF ASSOCIATION

  • Memorandum and Articles of Association The Company shall not take any action or omit to take any action that would cause the Company to be in breach or violation of its Amended and Restated Memorandum and Articles of Association.

  • Articles of Association At the Effective Time, the Articles of Association of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Articles of Association of the Surviving Company, until duly amended as provided therein, herein and by applicable Law.

  • Memorandum and Articles The copy of the memorandum and articles of association of the Company annexed to the Disclosure Letter is true and complete and has embodied therein or annexed thereto a copy of every resolution or agreement as is required by law to be embodied in or annexed to it, and sets out completely the rights and restrictions attaching to each class of authorised share capital of the Company.

  • Articles of Incorporation; Bylaws (a) At the Effective Time, the Articles of Incorporation of Company, as in effect immediately prior to the Effective Time, shall be the Articles of Incorporation of the Surviving Corporation until thereafter amended as provided by law and such Articles of Incorporation of the Surviving Corporation. (b) The Bylaws of Company, as in effect immediately prior to the Effective Time, shall be, at the Effective Time, the Bylaws of the Surviving Corporation until thereafter amended.

  • Constitutional Documents (a) A copy of the constitutional documents of each Obligor (other than UPC Financing) and the partnership agreement of UPC Financing or, if the Facility Agent already has a copy, a certificate of an authorised signatory of the relevant Obligor confirming that the copy in the Facility Agent’s possession is still correct, complete and in full force and effect as at a date no earlier than the date of this Agreement. (b) An extract of the registration of each Obligor established in the Netherlands in the trade register of the Dutch Chamber of Commerce.

  • State of Incorporation; Name; No Changes Seller’s state of incorporation is the State of Nevada. Seller’s exact legal name is as set forth in the first paragraph of this Agreement. Seller has not changed its name whether by amendment of its Articles of Incorporation, by reorganization or otherwise, and has not changed its state of incorporation within the four months preceding the Closing Date.

  • FORMATION OF ASSOCIATION The Promoter shall, in accordance with Applicable Laws, call upon the respective apartment/unit owners to form an association (“ASSOCIATION”), and it shall be incumbent upon the Allottee to join the Association as a member and for this purpose also from time to time sign and execute the application for registration and/or membership and the other papers and documents necessary for the same. The Allottee shall pay the necessary subscription and/or membership amounts, together with the proportionate costs and expenses for (i) formation of the Association, and (ii) transfer of the Common Areas to the Association, including but not limited to stamp duty and registration costs, if any. The Allottee hereby authorizes the Promoter to take all necessary steps in this connection on his/her/their/its behalf, and further the Allottee agrees to comply with and/or adhere to all the Applicable Laws and all the rules, regulations, guidelines, etc. formulated from time to time by the Association. Upon formation of the Association, the Promoter shall hand over the Common Areas, Amenities and Facilities together with the relevant documents and plans pertaining thereto, to the Association within such time period and in such manner as prescribed under Applicable Laws (hereinafter referred to as the “Handover Date”). Save as provided herein, on and from the Handover Date, the Association shall, inter alia, become liable and responsible for the compliance, subsistence and renewal of all licenses, insurances, annual maintenance contracts and other contracts, guarantees, warranties, obligations etc., as may from time to time have been procured/obtained/entered into by the Promoter and the Association shall be responsible for proper safety and maintenance of the Project and of upkeep of all fixtures, equipment and machinery provided by the Promoter, and the Promoter shall upon such hand over stand automatically discharged of any liability and/or responsibility in respect thereof and the Allottee and the Association shall keep each of the Owners and the Promoter fully saved, harmless and indemnified in respect thereof.

  • Incorporation All Exhibits attached hereto and referred to herein are hereby incorporated herein and made a part hereof for all purposes as if fully set forth herein.

  • Governing Documents Manager will provide Subadviser with copies of (i) the Trust’s Declaration of Trust and By-laws, as currently in effect, (ii) the Fund’s currently effective prospectus and statement of additional information, as set forth in the Trust’s registration statement under the Investment Company Act and the Securities Act of 1933, as amended, (iii) any instructions, investment policies or other restrictions adopted by the Trustees or Manager relating to its performance of oversight of the Subadviser supplemental thereto, and (iv) the Management Contract. Manager will provide Subadviser with such further documentation and information concerning the investment objectives, policies and restrictions applicable to the Fund as Subadviser may from time to time reasonably request.

  • Articles of Incorporation The articles of incorporation of the Company in effect at the Effective Time shall be the articles of incorporation of the Surviving Corporation until amended in accordance with applicable law.

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