Legal regime. The National Civil Police and the National Public Security Academy shall each be regulated by special laws. To that end, the Parties express their general agreement with the proposed preliminary legislative drafts included as annexes to this Agreement (annexes II and III), provided that the proposed drafts do not depart from the Agreement. Consequently, in implementation of the New York Agreement, they hereby refer those proposals to COPAZ, along with this Agreement, for it to prepare the corresponding preliminary drafts.
Legal regime. 1. Each Party shall provide investors of the other Party's state, their investment and investment income, a regime no less favorable than the regime that it provides to national investors or third country investors and their investments in expanding, managing, maintaining, using, owning, selling Or other disposal of investments.
2. Each Party to this Agreement, in accordance with the national legislation of its state, reserves the right to determine the sectors, spheres and activities in which the activities of investors are limited and / or excluded.
Legal regime. The Merger is subject to the simplified merger regime of Article L. 236-11 of the French Commercial Code as well as to the provisions of Articles L. 236-1 et seq. and R. 236-1 et seq. of the French Commercial Code. As indicated in paragraph G.2. below, the Merger will not give rise to the issuance of shares of the Absorbing Company. Consequently, the provisions of Articles L. 621-8, IV of the French Monetary and Financial Code and 232-34 of the general regulations of the French Autorité des Marchés Financiers are not applicable to the Absorbing Company, which, as a consequence, will not publish any prospectus or exemption document in the context of the completion of the Merger.
Legal regime. It is expressly agreed between the parties that this present Agreement shall in no circumstances be regarded as a partnership between the parties, the liability of each being limited to the commitments made by it in this Agreement, in consequence of which in no way can one party be held responsible for commitments made by the other. This provision is essential and determinant to this Agreement without which it would not have been signed.
Legal regime. INTERNAL BY-LAWS
3.1. UNIT OWNERS’ ASSOCIATION The Unit forms part of a group of 14 office units and shall be governed by the internal by-laws (règlement de copropriété), which shall be published at the relevant Mauritian land and mortgage registry, to be enforced by the property owners’ association (syndicat de copropriétaires) (the Unit Owners’ Association). The statutory object of the Unit Owners’ Association shall include, without being limited to, the ownership, possession, management, maintenance, replacement and if appropriate the moving of all facilities located within the bounds of the Property Complex, as well as open spaces existing on the Site underlying the Units, whether common to all or some of the owners, excluding facilities under the responsibility of specific parties. The Unit Owners’ Association shall be formed as of execution of the first deed of sale in the notarised form pursuant to deeds to be drawn up and executed by the Notary. The Beneficiary expressly acknowledges having been informed of the applicability of the by-laws and the setting up of this association and undertakes to comply, as of the Sale, with the obligations stemming therefrom.
Legal regime. 6.1 The Parties have jointly agreed that the Luxembourg Contribution will be governed by (i) the scission regime set out in Articles 1030-1 to 1033-1 (excluding Article 1031-16) of the Law of 1915, in accordance with Articles 1040-2 of the Law of 1915 and (ii) the spin-off regime (régime juridique des scissions) set out in articles L. 236-1 to L. 236-6 and L. 236-16 to L. 236- 21 of the French Commercial Code, in accordance with Articles L. 236-6-1 and L. 236-22 of the French Commercial Code.
6.2 The Luxembourg Contributing Company and the Beneficiary Company thereby exercise the option provided by Article L. 236-22 of the French Commercial Code.
6.3 The Parties expressly declare that the Luxembourg Contribution shall be subject to the provisions of Article L. 236-21 of the French Commercial Code and expressly agree to waive any joint and several liability between them.
Legal regime. The seasonal hiring is concluded as temporary residence and pleasure. The premises can not be used as a main dwelling, and the tenant can not engage in any commercial, craft or professional activity.
Legal regime. It is recalled that the Parties decide by mutual agreement to submit the Contribution (i) to Articles 295 and followings of the Spanish Commercial Companies Act and (ii) to the provisions of Articles L. 236-1 to L. 236-6, L. 236-16 to L. 236-21 of the French commercial code pursuant to Articles L. 236-6-1 and L. 236-22 of the French commercial code (splitt-off regime). In accordance with the provisions of the aforementioned Article L.236-22 of the French Commercial Code, as the Contributing Company holds all of the shares of the Beneficiary Company, representing all of the capital of the Beneficiary Company, and undertakes to hold all of the shares of the Beneficiary Company, representing all of the capital of the Beneficiary Company, until the Date of Completion of the Contribution, the Parties have mutually agreed that this Contribution is placed under the simplified regime under French law, exempting : - the approval of the Contribution by the extraordinary general meetings of the companies participating in the operation; - the manager of each company involved in the Contribution to draw up a report on this operation; - the appointment of a demerger auditor; - the appointment of a contribution auditor. The Contributor and the Beneficiary decide, however, to submit the approval of the Contribution to the decision of the sole shareholder of the Contributor and to the decision of the sole shareholder of the Beneficiary. La Société Apporteuse et la Société Bénéficiaire conviennent expressément de soumettre l’Apport aux dispositions de l’article L. 236-21 du Code de commerce français et d’écarter toute solidarité entre elles. Compte tenu de l’absence de solidarité et conformément aux dispositions de l’article L. 236-14 du Code de commerce français, (a) les créanciers non obligataires de la Société Apporteuse dont la créance est antérieure à la date de publication donnée au présent Traité d’Apport pourront former opposition dans un délai de trente (30) jours à compter de la dernière insertion ou de la mise à disposition du public du Traité d’Apport sur le site internet de chacune des Parties prescrites par l’article R. .236-2 du Code de commerce français ou, le cas échéant, par l’article R. 236-2-1 du Code de commerce français et (b) les créanciers du Bénéficiaire non obligataires dont la créance est antérieure à la date de publication . Conformément à l’article L. 236-14 du Code de commerce français, l’opposition formée par un créancier n’aura pas pour effet...
Legal regime. It is reminded that the Parties have jointly agreed that the Contribution shall be governed by (i) the apport-scission regime set out in Articles 285 to 308 (excluding Article 303) of the Law of 1915, in accordance with Articles 308bis-2 and 308bis-4 of the Law of 1915 and (ii) Articles L. 236-1 to L. 236-6 and L. 236-16 to L. 236-21 of the French Commercial Code (régime des scissions), in accordance with Articles L. 236-6-1 and L. 236-22 of the French Commercial Code. The Contributing Company and the Beneficiary Company expressly agree to subject the Contribution to the provisions of Article L. 236-21 of the French Commercial Code and to exclude any joint and several liability between them. Given the absence of joint and several liability and in accordance with Articles L. 236-14 and L. 236-21 of the French Commercial Code, the creditors (other than bondholders) of the Contributing Company, whose receivable precede the date of publication of the minutes of Delfin’s general shareholders’ meeting on the Luxembourg Electronic Registrar of Companies and Associations (RESA) and creditors (other than bondholders) of the Beneficiary Company whose receivable precede the publication of this Contribution Agreement may, as the case may be, (i) request the grant of guarantees for receivables within two months as from the said publication on the RESA, if they can credibly prove that the Contribution raises a risk for the exercise of their rights and that the Contributing Company has not provided adequate guarantees in accordance with Article 297 (1) of the Law of 1915 or (ii) object (former opposition) within thirty (30) days as from the last public legal notice or as from the date on which the Contribution Agreement was made available to the public on the website of each of the Parties, pursuant to Article R. 236-2 of the French Commercial Code or, if applicable, by Article R. 236-2-1 of the French Commercial Code. In accordance with Article L. 236-19 of the French Commercial Code, Essilor’s bondholders’ meetings may instruct the agent representing the groups of bondholders (masses), if applicable, to object (former opposition) the Contribution, under the conditions set forth in Article L. 236-14 of the French Commercial Code. In accordance with Article L. 236-14 of the French Commercial Code, an objection (opposition) filed by a creditor will not prevent the completion of the Contribution. In accordance with Article 297 (1) of the Law of 1915, a creditor’s request f...
Legal regime. It is restated that the Parties jointly agree that the Contribution shall be governed by the provisions of articles L.236-1 to L.236-6 and L.236-16 to L.236-21 of the French Commercial Code (the spin-off regime) in accordance with articles L.236-6-1 and L.236-22 of the French Commercial Code, and the issuance of new shares by Second Sight and the Fund Raising shall be governed by the United States’ Securities Act of 1933, the Securities Exchange Act of 1934, the California Corporations Code, and the California Corporate Securities Law of 1968. Pixium and Second Sight expressly agree that the Contribution shall be governed by the provisions of article L.236-21 of the French Commercial Code and to exclude any joint and several liability between them. In view of the absence of liability and in accordance with the provisions of articles L.236-14 and L.236-21 of the French Commercial Code, the creditors who are not debenture holders of Pixium and, if necessary, of Second Sight, whose claims predate the publicity given to this Contribution Agreement may file an appeal within a thirty-day (30) period starting on the date on which the Contribution Agreement was announced or published on the website of each Party, as provided by article R.236-2 of the French Commercial Code or, as the case may be, by article R.236-2-1 of the French Commercial Code. In accordance with article L.236-18 of the French Commercial Code, the Contribution Agreement will be submitted to the meeting, or written consultation, of bondholders of Pixium unless the redemption of the securities upon their request is offered to the said bondholders. It is specified that the provisions set out above cannot be considered as an admission of debt towards so-called creditors, the latter being required to set out their rights and provide justification of their titles. According to Article L.236-14 of the French Commercial Code, an appeal filed by a creditor would not result in the Contribution being prohibited.
