Covenants of Clmi Sample Clauses

Covenants of Clmi. A portion of the intangible assets and claims presently owned by CLMI, equal to 50% of any award or proceeds, if any, received in its lawsuit against CNG Communications, Inc. and Xxxx Xxxxxx (the "Lawsuit") shall be retained by CLMI after the Closing. Xxxxxxxxxx and Xxxxxx will each be entitled to 25% of any award or proceeds received in the Lawsuit, if any, in part in consideration for their work in facilitating the Lawsuit on CLMI's behalf, regardless of who the plaintiffs are in the Lawsuit or which claims are remaining. After the Closing, CLMI will be responsible for any costs incurred in connection with the Lawsuit. On the Closing, CLMI will have no more than 7,000,000 shares of its Common Stock, par value $.001 per share, outstanding, and will not have outstanding any preferred stock, warrants, options, or other securities convertible into the common or preferred stock of CLMI, except as disclosed in Exhibit C to this Agreement. Upon Closing, CLMI will have no accounts payable or outstanding debt. On, or as soon as practicable after, the Closing, CLMI will change its name to Zeros & Ones, Inc.
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Covenants of Clmi. 3.1 Management of CLMI and KidVision After Closing. ---------------------------------------------- After the Closing, Xxxxxxx will be a director and the Chief Executive Officer of KidVision. CLMI agrees that for the first year after the Closing, KidVision will have a Board of Directors consisting of three to five members, one of which will be Xxxxxxx, one of which will be designated by Xxxxxx Xxxxx, and the other one or more of whom will be mutually agreed upon by Xxxxxx Xxxxx and Xxxxxxx.
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Covenants of Clmi. 3.1 Management of CLMI and EKO After Closing. ---------------------------------------- After the Closing, Xxxxx will be a director of CLMI and the Chairman of the Board of Directors of EKO. It is expected that Xxxxxxx Xxxxxxxxx will be the Chief Executive Officer of EKO. CLMI agrees that for the first year after the Closing, EKO will have a Board of Directors consisting of three to five members, all of whom will be designated by Xxxxx.
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Covenants of Clmi. The intangible assets and claims presently owned by CLMI, including its lawsuit against CNG Communications, Inc. and Xxxx Xxxxxx, shall remain in CLMI after the Closing. CLMI hereby agrees that if, after the execution of this Agreement and prior to the Closing date, ZOI issues up to 5,000,000 additional shares of its Common Stock for a price agreed to by CLMI and up to 320,000 warrants (the "ZOI Warrants") with an exercise price agreed to by CLMI, CLMI will offer the new shareholders of ZOI who purchase said shares and warrants an exchange pursuant to which one share of CLMI Common Stock would be offered in consideration for each new share of ZOI Common Stock outstanding, and one warrant to purchase one share of CLMI Common Stock at the agreed exercise price would be offered for each outstanding ZOI Warrant. Upon Closing, CLMI will have no accounts payable.
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Covenants of Clmi 
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Related to Covenants of Clmi

  • Covenants of Company In the event that any litigation with claims in excess of $1,000,000 to which the Company is a party which shall be reasonably likely to result in a material judgment against the Company that the Company will not be able to satisfy shall be commenced by an Owner, during the period beginning nine months following the commencement of such litigation and continuing until such litigation is dismissed or otherwise terminated (and, if such litigation has resulted in a final judgment against the Company, such judgment has been satisfied), the Company shall not make any distribution on or in respect of its membership interests to any of its members, or repay the principal amount of any indebtedness of the Company held by CFC, unless (i) after giving effect to such distribution or repayment, the Company's liquid assets shall not be less than the amount of actual damages claimed in such litigation or (ii) the Rating Agency Condition shall have been satisfied with respect to any such distribution or repayment. The Company will not at any time institute against the Trust any bankruptcy proceedings under any United States federal or state bankruptcy or similar law in connection with any obligations relating to the Certificates, the Notes, this Agreement or any of the Basic Documents.

  • Covenants of Contributor Contributor agrees as follows:

  • Covenants of Parties The Parties hereby covenant and agree as follows:

  • Covenants of Party B Party B hereby covenants as follows:

  • COVENANTS OF DEBTOR Debtor hereby covenants and agrees as follows:

  • Covenants of Both Parties The parties hereto agree that:

  • Covenants of Parent Parent agrees that:

  • COVENANTS OF CONSULTANT Consultant covenants and agrees with the Company that, in performing Consulting Services under this Agreement, Consultant will:

  • Covenants of Party A (a) Unless the provisions set forth below under “Private Placement Procedures” shall be applicable, Party A shall use any Shares delivered by Party B to Party A on any Settlement Date to return to securities lenders to close out open Share loans created by Party A or an affiliate of Party A in the course of Party A’s or such affiliate’s hedging activities related to Party A’s exposure under this Confirmation.

  • Covenants of the Vendor The Vendor covenants and agrees with the Purchaser as follows:

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