Existence and Organisation of the Company Sample Clauses

Existence and Organisation of the Company. 2.1.1 The Company is a limited liability company (“sociedad de responsabilidad limitada”) duly incorporated for an unlimited duration under the laws of Spain. 2.1.2 The Company is duly registered with the Commercial Registry of Madrid under volume number 24667, page 70, book 0, section 8 sheet M-443970 and with tax identification number (CIF) X-00000000. The Company is duly registered with all competent authorities in all countries where it conducts its business or owns, leases or otherwise uses any assets, in accordance with applicable laws, and it has the legal capacity to act, own its assets and businesses and engage in its activities in the manner it currently does. 2.1.3 The current bylaws of the Company are those recorded at the Madrid Commercial Registry at the date of this Agreement. Since 29 September 2014, there have been no amendments to the bylaws of the Company. The Company has not entered into any transaction or carried out any business outside the scope of its purpose clause and has complied with all other provisions of its bylaws and other organisational documents. 2.1.4 All resolutions adopted by the corporate bodies of the Company have been validly adopted and those that, pursuant to applicable law, need to be registered at the Commercial Registry, have been registered thereat. There are no resolutions pending to be executed or to be registered at the Commercial Registry. 2.1.5 The Company does not have any place of business in Spain (other than its registered office) or any branch office, representative office or permanent establishment abroad.
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Related to Existence and Organisation of the Company

  • Incorporation and Organization The Corporation has been incorporated or formed, as the case may be, is organized and is a valid and subsisting corporation or partnership, as the case may be, under the laws of its jurisdiction of existence and has all requisite corporate power and capacity to carry on its business as now conducted or proposed to be conducted and to own or lease and operate the property and assets thereof.

  • Formation of the Company The Company was formed as a limited liability company under the Act on April 24, 2008. The Member hereby agrees that the person executing and filing the Certificate of Formation of the Company was and is an “authorized person” within the meaning of the Act, and that the Certificate of Formation filed by such authorized person is the Certificate of Formation of the Company.

  • Due Incorporation and Organization The Adviser is duly organized and is in good standing under the laws of the State of Connecticut and is fully authorized to enter into this Agreement and carry out its duties and obligations hereunder.

  • Organization of the Company The Company is a corporation duly organized and validly existing and in good standing under the laws of the State of Nevada.

  • Technical and Organisational Measures The Supplier shall, taking into account the state of technical development and the nature of Processing, implement and maintain appropriate technical and organisational measures to protect the Personal Data against unauthorised or unlawful Processing, destruction or accidental loss, alteration, or unauthorised disclosure of the Personal Data.

  • Technical and Organizational Measures The following sections define SAP’s current technical and organizational measures. SAP may change these at any time without notice so long as it maintains a comparable or better level of security. Individual measures may be replaced by new measures that serve the same purpose without diminishing the security level protecting Personal Data.

  • Indemnification of the Company Each Underwriter, severally and not jointly, agrees to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement and persons who control the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any and all loss, liability, claim, damage and expense described in the foregoing indemnity from the Company to the several Underwriters, as incurred, but only with respect to untrue statements or omissions, or alleged untrue statements or omissions made in the Registration Statement, any Preliminary Prospectus, the Pricing Disclosure Package or Prospectus or any amendment or supplement thereto or in any application, in reliance upon, and in strict conformity with, the Underwriters’ Information. In case any action shall be brought against the Company or any other person so indemnified based on any Preliminary Prospectus, the Registration Statement, the Pricing Disclosure Package or Prospectus or any amendment or supplement thereto or any application, and in respect of which indemnity may be sought against any Underwriter, such Underwriter shall have the rights and duties given to the Company, and the Company and each other person so indemnified shall have the rights and duties given to the several Underwriters by the provisions of Section 5.1.

  • Termination of the Company Upon the voluntary termination of the Company upon the consent of the Members, the sale or other transfer of all or substantially all of the Company's assets or any other termination of the Company in accordance with the provisions of this Agreement, the Company shall wind up its affairs and shall then be liquidated as provided in Article 13.

  • Duration of the Company The Company shall continue in perpetuity unless terminated sooner by operation of law or by decision of the Member.

  • Professional Organizations During the Term, Executive shall be reimbursed by the Company for the annual dues payable for membership in professional societies associated with subject matter related to the Company's interests. New memberships for which reimbursement will be sought shall be approved by the Company in advance.

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