Joint Venture Company. A company or partnership that the Associate Company or a company within the [ASSOCIATE COMPANY NAME] group of companies owns jointly with a third party(ies) for a joint venture purpose.
Joint Venture Company. Go Public and WLG may decide to form a corporate entity for the Joint Venture in the future. The terms of this Agreement shall be reflected in the organizational documents of such entity to the extent possible. To the extent that the terms of this Agreement are not incorporated into any such organizational documents, the terms of this Agreement shall remain in effect.
Joint Venture Company. The Parties to this Agreement have agreed to establish a Joint Venture Company (hereinafter “JVC”) for the purpose of executing the Business Plan and achieving the business objectives described in the RECITALS above.
Joint Venture Company. The two parties have agreed to establish a joint venture bearing the name of " Kunming Xinmao Petrochemical Industry Co., LTD", in Chinese characters ", hereinafter referred to as the joint venture company. The statuary address of the joint venture Company is on the 3rd floor of Huahui Hotel. Xiaocaiyuan, Kunming, Yunnan, PR China. The joint venture company shall establish its sub-offices and subsidiary organizations in the China mainland, Hong Kong or Other countries and regions, in line with the requirements of the company, with the decision of the board of the directors and the approval of the competent authorities.
Joint Venture Company. 3.1 The INDIAN PARTNER has represented that the JVC, World Wide Wireless India Ltd., having its registered office at IIIrd Floor, Nego Complex, Pokhowal Road, Xxxxxx Nagar, Ludhiana, Punjab, has been incorporated as a public limited company. The INDIAN PARTNER has agreed to convert the JVC into a private limited company at the earliest possible date after the execution of this Agreement.
3.2 The JVC shall be run as an independent company based on usual commercial practices subject to any directions which may from time to time be given by the Board of Directors in accordance with the spirit of this Agreement.
3.3 The Parties agree that it will be their endeavor and that they shall use best efforts to build a good image for the JVC. The Parties will develop the JVC to enable it to provide the quality and level of services which are equivalent to the quality of the services provided by WWW in overseas markets.
Joint Venture Company. (a) The parties expect to structure the Joint Venture as follows. GlobeTel shall establish a company (the "JVCo") in a jurisdiction outside Russia currently expected to be Luxembourg. The jurisdiction and corporate form of JVCo is subject to further review by the parties (including review by their tax and legal advisors). Upon both the Initial Payment being made and the initial funding being made under Clause 2.2(b)(ii) (the "Funding Date"), GlobeTel shall promptly procure that RP receive 50% of the share capital of JVCo entitling it to 50% of any dividends declared by JVCo from time to time, which may take the form of non-voting preferred shares of JVCo. RP shall pay as the purchase price or subscription price of such shares the par value of such shares.
(b) If following full payment to GlobeTel of the US$600,000,000 financing contemplated by Clause 2.2 it proves to be the case that such financing is insufficient for GlobeTel to provide the equipment and Software necessary to complete the deployment of the wireless network in all the Project Cities (where such deployment is otherwise reasonably practicable), then: (i) GlobeTel (or its affiliate) shall provide or procure such further necessary equipment and transfer such to OpCo (for the avoidance of doubt, without GlobeTel receiving any equity of a JVCo Entity in return and not involving significant expenditure by OpCo) or (ii) if GlobeTel is unable to comply with its obligation under the preceding sub-clause (i), then RP shall fund the purchase of such necessary equipment and Software by purchasing GlobeTel's shares in the JVCo at the price of US$25,000,000 (TWENTY FIVE MILLION US DOLLARS) for each 5% of total Shares transferred, subject to maximum aggregate purchases under this sub-clause (B)(ii) of US$125,000,000 (ONE HUNDRED TWENTY FIVE MILLION US DOLLARS) and 25% of total Shares, provided further that the purpose of such share transfer shall only be to re-allocate dividends to RP and arrangements shall be made so that GlobeTel retains all voting and other rights associated with such transferred Shares other than the right to the dividends declared thereon following transfer.
Joint Venture Company. Segunda Oportunidad and RGB may decide to form a corporate entity for the Joint Venture in the future. The terms of this Agreement shall be reflected in the organizational documents of such entity to the extent possible. To the extent that the terms of this Agreement are not incorporated into any such organizational documents, the terms of this Agreement shall remain in effect.
Joint Venture Company. This Term Sheet is being issued for discussion/exploratory purposes only and shall not be construed as a binding offer or proposal, unless the Parties have executed the definitive agreements specifically and expressly embodying the terms and conditions agreed upon by both parties.
Joint Venture Company. The Joint Venture Company shall pay taxes and customs duties in accordance with the provisions of officially promulgated laws, regulations and relevant agreements of the PRC with relevant other countries. The Joint Venture Company shall have the benefit of each and every provision of preferential tax treatment accorded to Chinese-foreign equity joint ventures established in Shanghai.
Joint Venture Company. The Parties agree to give good faith consideration, taking into account tax, accounting, legal and other issues, to the possibility that the Joint Venture be conducted by a Joint Venture Company or other legal vehicle and if such is agreed then the Joint Venture shall be constituted by way of a shareholders or other agreement (mutatis mutandis) and the Parties shall in a timely manner agree upon the terms of such agreement and execute same, but in any event generally on the JV Terms modified as necessary to adapt to the nature of the corporate entity selected.
