REASONS FOR AND BENEFITS OF ENTERING INTO THE JV AGREEMENT Sample Clauses

REASONS FOR AND BENEFITS OF ENTERING INTO THE JV AGREEMENT. The proprietary interactive marketing solution which will be utilized in the JV Company can be applied in different applications, including marketing, customer relationship management. Our solution is an international awarded marketing solution, and it received a gold award for “Technology for Dissemination System of Public Information and Advertising” at the 44th International Exhibition of Inventions of Geneva. Currently, this solution is applied in our “Xxx Xxx” solution in the lottery industry. The establishment of the JV Company can leverage existing platform coverage and bring our proprietary interactive marketing solution onto the global stage. Tonga is located at the South Pacific in the region of western Polynesia, neighborhood to Republic of Fiji Islands (“Fiji”). It consists of an archipelago of over 170 islands covering 740 square kilometers. In the fiscal year 2013/2014, the hotel and catering revenue generated by tourism accounted for 3% of Tonga's GDP. In August 2016, a mutual visa exemption agreement between PRC and Tonga took effect and is expected to attract more Chinese tourists to Tonga in the future. The Board is of the view that the development of the tourism industry in Tonga is still in early stage and believes that there is high potential for Tonga to replicate the successful story of Fiji. Through our proprietary interactive marketing solution, the Board believes we can utilize the online and offline channels to catalyze Tonga’s tourism industry to international tourists. At the same time, the Board believes the Group can explore new business opportunities through the JV Company. The Group provides lottery equipment, software, and related services via a comprehensive lottery distribution network for China’s Sports and Welfare Lottery authorities located throughout 22 provinces and regions across the PRC. Besides, the Group has an international awarded proprietary interactive marketing solution, which is currently applied in selected lottery centers in five provinces/cities of the PRC.
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REASONS FOR AND BENEFITS OF ENTERING INTO THE JV AGREEMENT. Entering into the JV Agreement illustrates that the Group has been firmly executing the concept of "Internet Plus" as proposed by the PRC government. Through respective strengths of the Parties, the Board believes that the JV Company shall leverage on (1) the Group’s proprietary interactive marketing solution and its lottery industry-related resources to expand the distribution networks throughout the PRC; (2) Sinopharm Ecommerce and United Enterprises’ abilities to ensure stable supply of non-pharmaceutical products with quality assurance; and (3) IQARK’s solid experience on operation of offline distribution channels and logistics; to share the resources of the Parties more effectively and maximize the synergy effects to the JV Company. The JV Company will rely on the Group’s offline distribution channels to explore its community base. In the initial stage, the community distribution networks will be developed in pilot cities. We will establish the infrastructure on sales and services including the service management system on chain network, the formation of online interactive marketing B2B distribution platform and B2C retail stores, and will gradually cover the rest of the cities in the PRC to provide effective sales and services. One of the Parties of the JV Agreement, Sinopharm Ecommerce is directly invested by Sinopharm Traditional Chinese Medicine Co. Ltd. ( 國藥藥材股份有限公司), a company under China National Pharmaceutical Group, known as Sinopharm. Sinopharm is a pharmaceutical group which is directly under the State-owned Assets Supervision and Administration Commission of the State Council of the PRC. In 2016, Sinopharm was listed in Fortune Global 500 for four consecutive years and ranked from 446th in 2013 to 205th in 2016. Sinopharm was the only pharmaceutical company from the PRC in the list. Establishment of the JV Company with such prestigious partners will benefit the Group to explore new business opportunities in the PRC. The Board is of the view that the cooperation in the JV Agreement demonstrates the value of the Group's technology and distribution channel resources. The valuable experience gained from this cooperation will serve as a role model for the Group and will help to explore new cooperation structures with other parties, provide a winning formula for new business opportunities and generate new revenue streams for the Group. The Group provides lottery equipment, software, and related services via a comprehensive lottery distribution n...
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REASONS FOR AND BENEFITS OF ENTERING INTO THE JV AGREEMENT. The Company and its subsidiaries were principally engaged in the business of mining, ore processing, sale of iron ore products and other commodities to steel manufacturers and/or their respective purchase agents in Mainland China and other commodity trading companies, as well as investment holding. The JV Partner is principally engaged in investment holding, asset leasing, manufacturing of steel products and engaging in all recycling activities. The Board believes that the arrangement contemplated under the JV Agreement will allow the Company to broaden its business scope to manufacturing and processing of Direct Reduced Iron without the need for cash outlay, and therefore is a positive strategic move, which will benefit the Shareholders in the long run. Accordingly, the Board considered that the JV Agreement was arrived after arm’s length negotiations between the parties thereto, and is of the view that the terms of the JV Agreement are on normal commercial terms and are fair and reasonable and in the interests of the Company and the Shareholders as a whole. To the Directors’ knowledge and belief, the JV Partner is optimistic about the prospects of the Ibam Mine and therefore considers that the Company’s Contribution representing 9.12% issued shares of Pacific Mining which held the Mining Right towards the Ibam Mine would be beneficial to the JV Partner in long term.
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REASONS FOR AND BENEFITS OF ENTERING INTO THE JV AGREEMENT. The Group is principally engaged in the businesses of publishing and advertising in the PRC. The Group has been focusing on restructuring its publishing and advertising businesses by consolidating with cultural and film media businesses in the PRC. In recent years, the Group acquired the media, resort and eco-tourism integrated development projects of Beijing Fangshan Project (through the acquisition of Supreme Glory Limited) and Fuzhou Yongtai Kungfu Distinctive Town Project with the view to broadening the Group’s income stream in the long run and reducing its reliance on the downtrend printed media business. The background of the Digital Media Project was set out in the paragraph headed “Details of the Digital Media Project” above in this announcement. Taking into consideration the respective experience of the Group and Huaping Electronics, the JV Parties decided to join forces and establish the JV Company as the new operating platform to carry out the Digital Media Project in China. The formation of the JV Company is a strategic move to signify the Group’s commitment to develop its digital media business, which is hoped to broaden the Group’s income stream and to benefit the Shareholders in the long run. In the light of the background of the Digital Media Project and for the reasons explained above, the Directors (including the independent non-executive Directors but excluding Xx. Xxxx who abstained in voting on Board level due to his 1% equity interest in Huaping Electronics) are of the view that the terms of the JV Agreement, which were arrived at after arm’s length negotiations between the JV Parties, are on normal commercial terms, fair and reasonable and in the interests of the Company and its Shareholders as a whole.
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REASONS FOR AND BENEFITS OF ENTERING INTO THE JV AGREEMENT. The Company is an investment holding company incorporated in the Cayman Islands with limited liability. The Group is principally engaged in provision of supply chain services, the distribution of information technology products and the provision of enterprise systems and IT services through a worldwide network of subsidiaries. Tsinghua Holdings, the parent company of Tsinghua Asset Management and an associate of Tsingstone Capital, is a state-owned enterprise in the PRC, which is controlled by Tsinghua University of Beijing. The businesses of Tsinghua Holdings comprise various business segments in the information technology, life science, finance, energy and resources sectors, which are operated through certain listed companies in the PRC and other professional groups controlled by Tsinghua Holdings. Having considered the respective advantages of the Group and Tsinghua Holdings, the parties to the JV Agreement decided to join forces and establish the JV Company in the PRC. The strategic alliance under the JV Agreement will allow the JV Company to provide full value chain services including research, incubation of ventures and sales and marketing focusing on the process of converting technology into productivity, primarily through leveraging on the scientific research and talents advantage of Tsinghua University, the management experience in financial investment and related project resources of Tsinghua Asset Management, and the Group’s well-established channel network in the technology industry and strong bases for serving the upstream and downstream supply chain. The Group has been actively working with well-known IT enterprises in the world such as Microsoft, Intel and Huawei, and has established a pool of partners. The synergies between the Group and Tsinghua Holdings will allow the JV Company to operate as a platform for Tsinghua Holdings through combining new industries and finance to increase sales and market competitiveness of the Group’s technology products and consolidate the Group’s leadership in the technology industry by offering various financial services and industrial merger and acquisition and reorganization in the technology industry. In view of the aforesaid, the Group believes that the formation of the JV Company is a positive strategic move, which will benefit the Shareholders in the long run. Accordingly, the Board considered that the JV Agreement was arrived after arm’s length negotiations between the parties thereto, and is of the vi...
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REASONS FOR AND BENEFITS OF ENTERING INTO THE JV AGREEMENT. To complement the provision of comprehensive assembling and production services of PCBA as mentioned above, Shenzhen Confidence entered into the JV Agreement to engage in the business of technology development, manufacturing and sales of mobile devices, electronic products and testing devices for electronic products, with the intention of expanding its product portfolio and enhancing the capabilities and profitability of its business operation. As Xx. Xxxx has over 28 years of experience in the business of manufacturing communication devices and electronic products and has established business networks in the PRC market for communication devices and electronic products, the Board is of the view that, through the formation of the JV Company, Shenzhen Confidence and Xx. Xxxx are able to complement the strength of each other and share resources, which is beneficial to the development of the business of the JV Company. The Board expects that the JV Company may enhance future earning capability and potential of the Group. In view of the above, the Board considered that the entering into of the JV Agreement was on normal commercial terms and in the ordinary and usual course of business of the Group, fair and reasonable and the investment in the JV Company will be in the interest of the Company and its Shareholders as a whole.
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REASONS FOR AND BENEFITS OF ENTERING INTO THE JV AGREEMENT. It is expected that the cooperation arrangement as provided in the JV Agreement would strengthen the market presence of both the Group and the Conch Group and by leveraging on their strength, resources and expertise in the business of solid waste treatment in the PRC. The Directors consider the entering into of the JV Agreement is a valuable investment opportunity for the Group and is in the interests of the Company and its shareholders as a whole.
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REASONS FOR AND BENEFITS OF ENTERING INTO THE JV AGREEMENT. The Group is principally engaged in (i) the provision of factoring services; (ii) financial investment and related activities; (iii) winery and wine related business; and (iv) property development and investment business. In view of the potential growth of the property market in Hong Kong and the PRC, the Group has been actively identifying suitable land parcels for property development with a view to expand the business segment. During this year, the Company has acquired a land parcel known as Kowloon Inland Lot No. 11257, located at Xxxxxx Xxxxx Xxxxxx, Xx Xxx Xxx, Xxxxxxx, Xxxx Xxxx, from the HK Government through the tender bid, details of which are set out in the circular of the Company dated 18 August 2016. It is the Group’s intention to increase its land reserve in Hong Kong as well as to step into the PRC property market in order to diversify its property development and investment portfolio and enhance its income base to generate long-term returns to the Group. The Directors consider that the formation of the JV Company could facilitate the participation in future Tender by the Company with the JV Partner when appropriate opportunities arise, where any costs and funding need arising from Tender, the acquisition of Land as well as the Development could be shared between the Parties in accordance with their shareholding proportions in the JV Company which would lower the capital commitment required on the part of the Company. Based on the above, the Directors (including the independent non-executive Directors) consider that the formation of the JV Company as pursuant to the JV Agreement are on normal commercial terms, fair and reasonable and in the interests of the Company and the Shareholders as a whole.
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REASONS FOR AND BENEFITS OF ENTERING INTO THE JV AGREEMENT. The Group is principally engaged in the retail of fashion apparel of international brands ranging from established designer label brands, popular global brands to up-and-coming brands in Greater China. To complement the retail of fashion apparel, the Group also retails footwear, cosmetic and skincare products and lifestyle products of international brands to enrich its merchandise selection to cater for its target customers. To complement the retail of fashion apparel as mentioned above, Fortune Fashion entered into the JV Agreement to engage in the business of branded cosmetic and skincare products,
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Related to REASONS FOR AND BENEFITS OF ENTERING INTO THE JV AGREEMENT

  • REASONS FOR AND BENEFITS OF THE TRANSACTION The New Transportation Contract has been entered into for the purpose of transportation. The Company considers that the transactions contemplated under the New Transportation Contract are for the benefit of the Company, as the services provided are required in the production process of the Group and the service provider offered a competitive price and are capable of meeting the Group’s transportation needs. The Directors (including the independent non-executive Directors) consider that the New Transportation Contract is on normal commercial terms which are fair and reasonable and the transactions contemplated under the New Transportation Contract are in the ordinary and usual course of business of the Group and in the interests of the Company and its shareholders as a whole. None of the Directors has a material interest in the transactions contemplated under the New Transportation Contract, save for Xx. Xxxxxxx Xxxxxxxxx, who is general director of JSC EuroSibEnergo, a company which is owned by En+, and deputy general director — financial director of En+; and Mr. Xxxxxxxx Xxxxxxxxxx, who is the first deputy chief executive officer for technical policy and executive officer of International limited liability company En+ Holding, and deputy CEO — executive officer of En+, being the holding company of KraMZ-Auto LLC. Mr. Xxxxxxxx Xxxxxxxxxx is also the head of technical supervision of JSC EuroSibEnergo, a company which is owned by En+. Accordingly, Xx. Xxxxxxx Xxxxxxxxx and Mr. Xxxxxxxx Xxxxxxxxxx did not vote on the Board resolution approving the New Transportation Contract.

  • REASONS FOR AND BENEFITS OF THE TRANSACTIONS Jiaogong Maintenance and Zhejiang Shunchang fully understand business and operating needs of LongLiLiLong Co, and maintain effective communication to provide more quality services to LongLiLiLong Co. Both Jiaogong Maintenance and Zhejiang Shunchang has the relevant qualifications and experience to provide the Maintenance Services to LongLiLiLong Co. In addition, LongLiLiLong Co went through a tender process and obtained the relevant quotations from other independent service providers to select the service provider of the Maintenance Services. Zhejiang Shunchang and Jiaogong Maintenance finally won the respective tenders. The transactions contemplated under the Agreements are and will be conducted in the ordinary and usual course of business of the Group, and the consideration paid by LongLiLiLong Co to Jiaogong Maintenance and Zhejiang Shunchang, respectively, will not be higher than the average market price and will not be less favourable than those provided by other independent service providers to LongLiLiLong Co for similar services. Given the above, the Directors (including the independent non-executive Directors) are of the view that the terms of the Agreements are on normal commercial terms, in the ordinary and usual course of business of the Group and are fair and reasonable and in the interests of the Company and the Shareholders as a whole. As at the date of this announcement, LongLiLiLong Co is a wholly owned subsidiary of the Company. As at the date of this announcement, Communications Group holds approximately 67% of the issued share capital of the Company. By virtue of this shareholding interest, Communications Group is a controlling shareholder (as defined under the Listing Rules) of the Company. As at the date of this announcement, each of Jiaogong Maintenance and Zhejiang Shunchang is an indirect subsidiary of Communications Group. Therefore, Zhejiang Shunchang and Jiaogong Maintenance are connected persons of the Company and as a result, the respective transactions contemplated under the Dedicated Road Maintenance Agreements constitute continuing connected transactions for the Company under Chapter 14A of the Listing Rules. Pursuant to Rule 14A.81 to Rule 14A.83 of the Listing Rules, the respective transactions contemplated under the Dedicated Road Maintenance Agreements are required to be aggregated with the respective transactions contemplated under the Previous Road Maintenance Agreements which were continuing connected transactions entered into with the same connected persons. As the applicable percentage ratios in respect of the aggregated annual cap for transactions contemplated under the Dedicated Road Maintenance Agreements and the Previous Road Maintenance Agreements are more than 0.1% but less than 5%, the transactions contemplated under the Dedicated Road Maintenance Agreements and the Previous Road Maintenance Agreements will be subject to the reporting, announcement and annual review requirements but exempt from the independent Shareholders’ approval requirement under Chapter 14A of the Listing Rules. Xx. Xx Xxxxxxx, Xx. Xxx Xxxxxxx, Xx. Xxxx Xxxxxxx and Mr. Xxx Xx, being Directors, are deemed to have material interests in the Dedicated Road Maintenance Agreements as they are also employed by the Communications Group as at the date of Board meeting on April 30, 2021 and have abstained from voting on the relevant Board resolutions. Other than those Directors mentioned above, none of the Directors have a material interest in the transactions contemplated under the Dedicated Road Maintenance Agreements, and none are required to abstain from voting on the relevant resolutions of the Board.

  • Standard Benefits During the Employment Period, Executive shall be entitled to participate in all employee benefit plans and programs, including paid vacations, generally available to other similarly situated Company executives, subject to the terms and conditions of the applicable plans.

  • ’ Compensation Insurance and Disability Benefits Requirements New York State Workers’ Compensation Law (WCL) §57 & §220 requires the heads of all municipal and state entities to ensure that businesses applying for permits, licenses or contracts, document that they have appropriate workers’ compensation and disability benefits insurance coverage. These requirements apply to both original contracts and renewals, whether the governmental agency is having the work done or is simply issuing the permit, license or contract. Failure to provide proof of such coverage or a legal exemption will result in a rejection of a Vendor Submission or renewal. A Vendor may not be awarded a Contract unless proof of workers’ compensation and disability insurance is provided to OGS. 1. Proof of Compliance with Workers’ Compensation Coverage Requirements: An XXXXX form (certificate of insurance) is NOT acceptable proof of workers’ compensation coverage. In order to provide proof of compliance with the requirements of the Workers’ Compensation Law pertaining to workers’ compensation coverage, a Vendor/Contractor shall: a) Be legally exempt from obtaining Workers’ Compensation insurance coverage; or b) Obtain such coverage from an insurance carrier; or c) Be a Workers’ Compensation Board-approved self-insured employer or participate in an authorized self-insurance plan. A Vendor seeking to enter into a Contract with the State of New York shall provide one of the following forms to OGS at the time of Vendor Submission, and thereafter, within three (3) days of request: a) Form CE-200, Certificate of Attestation for New York Entities With No Employees and Certain Out of State Entities, That New York State Workers’ Compensation and/or Disability Benefits Insurance Coverage is Not Required, which is available on the Workers’ Compensation Board’s website (xxx.xxx.xx.xxx); (Reference applicable Solicitation and Group #s on the form.); b) Certificate of Workers’ Compensation Insurance: i) Form C-105.2 (9/07) if coverage is provided by the Vendor/Contractor’s insurance carrier, the Vendor/Contractor must request that its insurance carrier send this form to OGS, or ii) Form U-26.3 if coverage is provided by the State Insurance Fund, the Vendor/Contractor must request that the State Insurance Fund send this form to OGS; c) Form SI-12, Certificate of Workers’ Compensation Self-Insurance available from the New York State Workers’ Compensation Board’s Self-Insurance Office; or d) Form GSI-105.2, Certificate of Participation in Workers’ Compensation Group Self-Insurance available from the Vendor/Contractor’s Group Self-Insurance Administrator.

  • PROVISIONS SURVIVING TERMINATION The provisions of Sections 10, 14, 16, 21 and 29 of this Agreement shall survive termination of this Agreement for any reason.

  • Transition to Retirement 24.1 An Employee may advise their Employer in writing of their intention to retire within the next five years and participate in a retirement transition arrangement. 24.2 Transition to retirement arrangements may be proposed and, where agreed, implemented as: (a) a flexible working arrangement (see clause 16 (Flexible Working Arrangements)); (b) in writing between the parties; or (c) any combination of the above. 24.3 A transition to retirement arrangement may include but is not limited to: (a) a reduction in their EFT; (b) a job share arrangement; or (c) working in a position at a lower classification or rate of pay. 24.4 The Employer will consider, and not unreasonably refuse, a request by an Employee who wishes to transition to retirement: (a) to use accrued Long Service Leave (LSL) or Annual Leave for the purpose of reducing the number of days worked per week while retaining their previous employment status; or (b) to be appointed to a role which that has a lower hourly rate of pay or hours (post transition role), in which case: (i) the Employer will preserve the accrual of LSL at the time of reduction in salary or hours; and (ii) where LSL is taken or paid out in lieu on termination, the Employee will be paid LSL hours at the applicable classification and grade, and at the preserved hours, prior to the post transition role until the preserved LSL hours are exhausted.

  • Exclusivity of Salary and Benefits The Executive shall not be entitled to any payments or benefits other than those provided under this Agreement.

  • In-Kind Benefits and Reimbursements Notwithstanding anything to the contrary in this Agreement, all (A) reimbursements and (B) in-kind benefits provided under this Agreement shall be made or provided in accordance with the requirements of Section 409A of the Code, including, where applicable, the requirement that (w) any reimbursement is for expenses incurred during the Executive’s lifetime (or during a shorter period of time specified in this Agreement); (x) the amount of expenses eligible for reimbursement, or in kind benefits provided, during a calendar year may not affect the expenses eligible for reimbursement, or in kind benefits to be provided, in any other calendar year; (y) the reimbursement of an eligible expense will be made no later than the last day of the calendar year following the year in which the expense is incurred; and (z) the right to reimbursement or in kind benefits is not subject to liquidation or exchange for another benefit.

  • Overtime and Compensatory Time Overtime work shall be compensated as follows: A. Hours in an active pay status in excess of forty (40) hours in any calendar week shall be compensated at the rate of one and one-half (1 1/2) times the total rate of pay, as defined by Section 43.01, for each hour of such time. Total rate of pay includes the base rate plus longevity, all applicable supplements, and shift differential where applicable. B. An employee may elect to take compensatory time off in lieu of cash overtime payment for hours in an active pay status more than forty (40) hours in any calendar week. Such compensatory time shall be granted on a time and one-half (1 1/2) basis. C. The maximum accrual of compensatory time shall be two hundred forty (240) hours and compensatory time must be taken within one (1) year of its being earned. D. When the maximum hours of compensatory time accrual is rendered, payment for overtime work shall be made in cash. Compensatory time not taken within one (1) year shall be paid in cash to a maximum of eighty (80) hours in any pay period. E. Compensatory time is not available for use until it appears on the employee’s earnings statement and on the date the funds are made available. F. Upon termination of employment, an employee shall be paid for unused compensatory time at a rate which is the higher of: 1. The final total rate received by the employee, or 2. The average total rate received by the employee during the last three (3) years of employment. For the purposes of this Article, active pay status is defined as the conditions under which an employee is eligible to receive pay, and includes, but is not limited to, vacation leave and personal leave. Sick leave and any leave used in lieu of sick leave shall not be considered as active pay status for purposes of this Article. Compensatory time requests must be submitted in writing twenty-four (24) hours in advance of the anticipated time off, unless the need for time off is of an emergency nature.

  • No Layoff to Compensate for Overtime Employees shall not be required to layoff during regular hours to equalize any overtime worked.

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