PURPOSES OF BUSINESS Sample Clauses

PURPOSES OF BUSINESS. The sole purposes for which the Company is organized are to, directly or through one or more Subsidiaries, including Owner and Mezzanine Subsidiary, (a) acquire, own, entitle, lease and develop the Property into homebuilding and commercial sites and conduct such related development as determined by the Members, (b) develop, own, finance, lease, operate and dispose of commercial buildings, recreational properties and other facilities, as determined by the Members, (c) manage, mortgage or otherwise finance, sell, convey or otherwise dispose of any or all of the Property, (d) obtain, maintain and perpetuate entitlements with respect to the Property, and (e) engage in any and all activities relating thereto or arising therefrom or reasonably necessary or incidental thereto, including without limitation, the acquisition of additional real and personal property incidental or related to the foregoing or otherwise approved by the Members.
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PURPOSES OF BUSINESS. The business purposes of the JV Company are as follows: (a) The objective of the Parties in converting the Company into the JV Company is to improve the efficiency of production and operation of the Company and to actively participate in the development of the PRC new energy resource industry to a greater extent; (b) The Parties also desire that the JV Company improve the competitive position of its products on the domestic and international markets by improving product quality, continuously developing products that satisfy the needs of the JV Company's customers and improving economic efficiency and thereby maximize economic returns to the Parties.
PURPOSES OF BUSINESS. The purposes for which the Company has been formed and the powers that it may exercise, all being in furtherance, and not in limitation, of the general powers conferred upon limited liability companies by the State of Delaware, are: (a) to do any and all lawful activities involving the business of owning, developing, licensing, marketing, selling, and otherwise commercializing the Horsefly IP; (b) to engage in such other business as may be agreed to by the Board (clauses (a) and (b) collectively referred to herein as the “Business”); and (c) to do any and all things incidental to the accomplishment of the foregoing purposes, or incidental to the protection and benefit of the Company, including, but not limited to, hiring and terminating employees, agents, independent contractors, attorneys, accountants, and other personnel, all as the Board (as identified in Section 4.1) shall determine in its sole discretion and authority.
PURPOSES OF BUSINESS. The purposes for which the Company has been formed and the powers that it may exercise, all being in furtherance, and not in limitation, of the general powers conferred upon limited liability companies by the State of Ohio, are (i) to purchase, acquire, invest in, own, hold, develop, operate, lease, manage and/or otherwise deal in and with real estate, personal property, securities, and interests therein, (ii) to enter into partnerships, joint ventures, or other joint enterprises (including, without limitation, by way of purchase of corporate stock) with others to conduct any business operation, and (iii) to do any and all things incidental to the accomplishment of the foregoing purposes, or incidental to the protection and benefit of the Company (collectively, the "Business"), including, but not limited to, hiring and terminating employees, agents, independent contractors, attorneys, accountants, and other personnel.
PURPOSES OF BUSINESS. The purposes for which the Company has been formed and the powers that it may exercise, all being in furtherance, and not in limitation, of the general powers conferred upon limited liability companies by the State of Delaware, are (i) to do any and all lawful activities involving the business of investing in Tuesday Morning Corporation, a Delaware corporation (“TMC”); (ii) to engage in such other business as may be agreed to by the Members (clauses (i) and (ii) collectively referred to herein as the “Business”), and (iii) to do any and all things incidental to the accomplishment of the foregoing purposes, or incidental to the protection and benefit of the Company, including, but not limited to, hiring and terminating employees, agents, independent contractors, attorneys, accountants, and other personnel, all as the Manager (as identified in Section 4.1) shall determine in its sole discretion and authority but subject to the terms otherwise set forth herein including in Section 4.1.
PURPOSES OF BUSINESS. The Company is being formed to engage in the following activities: i. the purchase, sale and trading of processed or unprocessed metal in "free trading" transactions with customers, whether or not Affiliates of a Member; ii. the sourcing and sale of processed or unprocessed metal in "back to back" transactions to Atlas, Olympic or their Affiliates or others; and iii. the purchase of processed or unprocessed metal from Atlas, Olympic or their Affiliates for resale to customers in "back to back" transactions. For purposes of this Agreement: (i) a "back to back" transaction means one in which the Company's obligations to customers and suppliers (including a Member or Affiliate of a Member) to purchase and sell, or sell and purchase, processed or unprocessed metal are substantially the same under the relevant contracts (except for the purchase price or terms of payment) so that the Company does not have any material liability, obligation or exposure to any other party to the transaction unless a part to one of the contracts defaults in payment or performance under such contract and (ii) a "free trading" transaction means one in which the Company purchases metal for its own account and then resells the metal in a separate transaction. Except for nominal warehousing of inventories, the Company shall not own, lease, control or operate any facility for the processing or storage of metal or take any metal on a consignment basis, unless agreed upon by the Managing Members. Except as restricted herein, the Company is authorized to engage in: (i) any lawful acts or activities that are permitted for limited liability companies under the laws of the State of Ohio and that are necessary or desirable for conducting the authorized activities of the Company described above and (ii) any other lawful business activity approved by the Managing Members.

Related to PURPOSES OF BUSINESS

  • Scope of Business The Borrower shall, and shall cause each Significant Subsidiary to, engage primarily in energy-related businesses.

  • Character of Business Change the general character of business as conducted at the date hereof, or engage in any type of business not reasonably related to its business as presently conducted.

  • Terms of Business Capitalised terms used in this API Agreement have the meanings given to them in our Terms of Business, unless the context requires otherwise or unless separately defined in this API Agreement. The same rules of interpretation set out in our Terms of Business apply in this API Agreement. If there is any inconsistency between the provisions of the API Agreement and our Agreement, the Terms of Business will prevail unless the provision relates exclusively to your use of our API, in which case API Agreement will prevail. In all other circumstances.

  • Lines of Business Enter into any business, either directly or through any Subsidiary, except for those businesses in which the Borrower and its Subsidiaries are engaged on the date of this Agreement or that are reasonably related thereto.

  • Transfer of Business Where a transfer of business occurs, an Employee who worked with the old employer and who continues in the service of the new employer will be entitled to count her/his service with the old employer as service with the new employer for the purposes of this clause.

  • Operation of Business (a) Except as expressly contemplated by this Agreement or consented to by the Buyer in writing (which consent will not be unreasonably withheld, conditioned or delayed), during the period from the date of this Agreement to the Closing or the earlier termination of this Agreement in accordance with Article XI hereof (the “Pre-Closing Period”), the Company shall, and shall cause each Consolidated Subsidiary to, conduct its operations only in the Ordinary Course of Business and in compliance with all applicable Laws and, to the extent consistent therewith, use its Reasonable Best Efforts to preserve intact its current business organization, keep available the services of its current officers and employees and preserve its relationships with customers, vendors and independent contractors and consultants. Without limiting the generality of the foregoing, and except as expressly contemplated by this Agreement, during the Pre-Closing Period the Company shall not, and shall cause each Consolidated Subsidiary not to, without the written consent of the Buyer (which consent will not be unreasonably withheld, conditioned or delayed): (i) issue or sell any stock or other securities of the Company or any Consolidated Subsidiary or any options, warrants or rights to acquire any such stock or other securities; (ii) split, combine or reclassify any shares of its capital stock; or declare, set aside or pay any dividend or other distribution (whether in cash, stock or property or any combination thereof) in respect of its capital stock; (iii) create, incur or assume any Indebtedness in excess of $*** per occurrence or $*** in the aggregate, except accounts payable arising in the Ordinary Course of Business; assume, guarantee, endorse or otherwise become liable or responsible (whether directly, contingently or otherwise) for the obligations of any other Person; or make any loans, advances or capital contributions to, or investments in, any other Person, other than in the Ordinary Course of Business; (iv) except as required to comply with applicable Law or agreements, plans or arrangements existing on the date of this Agreement and listed in the Disclosure Schedule (A) take any action with respect to, adopt, enter into, terminate or amend any Employee Benefit Plan or any collective bargaining agreement (other than matters with respect to lxxxxxxxx unions in Canada, following consultation with Buyer) (B) increase the compensation or benefits of, or pay or promise any bonus to, any director or officer, or materially modify their terms of employment or engagement, (C) amend or accelerate the payment, right to payment or vesting of any compensation or benefits, including any outstanding equity compensation, except in the Ordinary Course of Business, (D) hire any new officers or (except in the Ordinary Course of Business) any new employees, (E) grant any awards under any bonus, incentive, performance or other compensation plan or arrangement or benefit plan, including the grant of performance units or the removal of existing restrictions in any benefit plans or agreements or awards made thereunder, or (F) take any action to fund or in any other way secure the payment of compensation or benefits under any employee plan, agreement, contract or arrangement or benefit plan; *** Represents material omitted per the registrant's Confidential Treatment Request and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. (v) acquire, sell, lease, license or dispose of any material assets or property (including any shares or other equity interests in or securities of any Consolidated Subsidiary or any other corporation, partnership, association or other business organization or division thereof), other than (A) acquisition of capital assets permitted by subsection (xii) below, and (B) sales of obsolete or worn-out inventory or assets in the Ordinary Course of Business and having a fair market value of not more than $*** in the aggregate; (vi) mortgage or pledge any of its property or assets or subject any such property or assets to any Lien (other than Permitted Encumbrances); (vii) amend its charter, bylaws, certificate of formation, limited liability company agreement or other organizational documents; (viii) change the flag or registry of a Vessel; (ix) change its accounting methods, principles or practices, except insofar as may be required by a generally applicable change in GAAP; (x) make or change any Tax election, change an annual accounting period, file any amended Tax Return, enter into any closing agreement, waive or extend any statute of limitation with respect to Taxes, settle or compromise any Tax Liability, claim or assessment, surrender any right to claim a refund of Taxes or take any other similar action relating to the filing of any Tax Return or the payment of any Tax; (xi) enter into, amend, terminate, take or omit to take any action that would constitute a violation of or default under, or waive any rights under, any contract or agreement of a nature required to be listed in Section 5.17 of the Disclosure Schedule, except in the Ordinary Course of Business, provided, for avoidance of doubt, amendments, modifications and termination of ocean service contracts with customers shall be deemed to be in the Ordinary Course of Business; (xii) make or commit to make any capital expenditures in an aggregate amount exceeding by more than *** the year-to-date budgeted expenditures set forth on Schedule 6.3(a)(xii); (xiii) institute or settle any material Legal Proceeding, except in the Ordinary Course of Business, provided for avoidance of doubt, settlements of cargo damage and loss claims by customers and claims of salvors or declaration and settlement of any general average shall be deemed in the Ordinary Course of Business; or (xiv) agree in writing or otherwise to take any of the foregoing actions. *** Represents material omitted per the registrant's Confidential Treatment Request and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. (b) Notwithstanding anything to the contrary herein, certain business conducted by the Company and Consolidated Subsidiaries may be in competition with business conducted by one or more subsidiaries of Buyer (such businesses referred to herein as the “Competing Trades”). Nothing in this Agreement is intended to restrict the Company, the Consolidated Subsidiaries or the Buyer and its subsidiaries from continuing to engage in business in competition with each other.

  • Sale of Business If the Employer sells the business, they shall inform the other person or employer buying the business that there is an existing Collective Agreement in effect, and that as a condition of any such sale, the other person or employer buying the business shall assume all responsibilities and obligations accruing by virtue of the Collective Agreement, and that the other person or employer buying the business shall agree to continue to operate the business in the City of Winnipeg.

  • Management of Business (a) No Limited Partner or Assignee (other than the General Partner, any of its Affiliates or any officer, director, employee, agent or trustee of the General Partner, the Partnership or any of their Affiliates, in their capacity as such) shall take part in the operation, management or control (within the meaning of the Act) of the Partnership’s business, transact any business in the Partnership’s name or have the power to sign documents for or otherwise bind the Partnership. (b) The transaction of any such business by the General Partner, any of its Affiliates or any officer, director, employee, partner, agent or trustee of the General Partner, the Partnership or any of their Affiliates, in their capacity as such, shall not affect, impair or eliminate the limitations on the liability of the Limited Partners or Assignees under this Agreement.

  • Preservation of Business The Seller will keep its business and properties substantially intact, including its present operations, physical facilities, working conditions, and relationships with lessors, licensors, suppliers, customers, and employees.

  • Change of business The Company shall procure that no substantial change is made to the general nature of the business of the Company or the Group from that carried on at the date of this Agreement.

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