REASONS FOR AND BENEFITS OF ENTERING INTO THE TRANSACTION Sample Clauses

REASONS FOR AND BENEFITS OF ENTERING INTO THE TRANSACTION. The Company has been occupying the Properties for a long period of time as the head office of the Group and as its principal place of business in Hong Kong. The Properties were previously and are still occupied by the Tenant as offices. Therefore, it is considered to be beneficial and of administrative convenience to the Group to continue to rent the Properties by saving any unnecessary relocation and administration costs. The management of the Company also considered it necessary and appropriate to rent the Extended Unit to cater for the operation and growth of the Group. The rental payable under the Tenancy Agreement and the terms of the Tenancy Agreement were arrived at after arm’s length negotiations between the Landlord and the Tenant conducted through COSCO SHIPPING (Hong Kong) and the Company. In negotiating the rental under the Tenancy Agreement, the management of the Company made reference to the professional opinion given by DTZ Xxxxxxx & Xxxxxxxxx Limited (“DTZ”), an independent professional valuer engaged by the Tenant. In their report dated 1 November 2017, DTZ opined that the current market rental of the Extended Properties is HK$1,450,000 per month (exclusive of government rent, rates and management fee). Therefore, the rental payable under the Tenancy Agreement is at market level and is fair and reasonable. Xx. XXXX Boming and Mr. XXXX Xxxx, non-executive Directors, are also directors of COSCO SHIPPING (Hong Kong) and have voluntarily abstained from voting on the relevant Board resolutions of the Company approving the Tenancy Agreement and the transaction contemplated thereunder. None of the Directors has a material interest in the transaction contemplated under the Tenancy Agreement and is required to abstain from voting on the relevant Board resolutions. The Directors (including independent non-executive Directors and excluding Xx. XXXX Boming and Mr. XXXX Xxxx who have voluntarily abstained from voting from the relevant Board resolutions approving the Tenancy Agreement and the transaction contemplated thereunder as referred to in the above) considered that the Tenancy Agreement has been entered into in the ordinary and usual course of business of the Group and on normal commercial terms and that the terms of the Tenancy Agreement are fair and reasonable (particularly based on the professional opinion of DTZ) and are in the interests of the Company and its shareholders as a whole.
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REASONS FOR AND BENEFITS OF ENTERING INTO THE TRANSACTION. The 2017 E-commerce Agreement serves to continue the innovative development synergy between the Group and the Shenzhen Brightoil Group. The Company considers that the 2017 E-commerce Agreement and the participation and expansion into the oil and gas e- commerce business sector in the PRC can further boost the income of the Group’s existing oil product trading and bunkering business and downstream business and provide the Company the means to gain meaningful insight of the future prospects of the developing oil and gas e-commerce business sector. Based on the above reasons for and benefits of entering into the Transaction, the Directors, including all of the independent non-executive Directors, consider that:
Sample 1
REASONS FOR AND BENEFITS OF ENTERING INTO THE TRANSACTION. The Property will be used by the Bank as its Guangzhou branch and regulatory approvals have been obtained for the branch to be established. The rent payable under the Tenancy Agreement and the management fee payable under the Property Management Agreement have been determined after arm’s length negotiations with reference to prevailing market rent and management fee for comparable premises in the area. The Board (including its independent non-executive Directors) considers that the transactions under each of the Tenancy Agreement and the Property Management Agreement are on normal commercial terms and in the ordinary and usual course of business of the Group; and such transactions (including the annual caps) are fair and reasonable and in the interests of the Group and the Bank’s shareholders as a whole.
Sample 1
REASONS FOR AND BENEFITS OF ENTERING INTO THE TRANSACTION. WITH CRRC GROUP
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REASONS FOR AND BENEFITS OF ENTERING INTO THE TRANSACTION. The Directors (including the independent non-executive Directors) considered the execution of the Framework Agreements would be consistent with the business and commercial objectives of the Group and for compliance with the Listing Rules requirements. The Directors (including the independent non-executive Directors) considered that the terms of the Framework Agreements to be on normal commercial terms, being fair and reasonable, in the Group’s ordinary and usual course of business and in the best interest of the Company and its shareholders as a whole.
Sample 1
REASONS FOR AND BENEFITS OF ENTERING INTO THE TRANSACTION. The Group has rich experience in real estate development and has accumulated extensive experience and excellent talent reserves in the area of real estate development. The Group has also devoted extensive management experience and human resources in the area of preliminary services and design management, construction management and post-management of real estate projects. Entering into of the Consultancy Agreement will be beneficial to the Group and the China Minmetals Group in consolidating the management of their real estate development businesses, allowing for full synchronization of China Minmetals Group’s real estate development business. The Directors (including independent non-executive Directors) consider that the terms of the Consultancy Agreement are fair and reasonable, on normal commercial terms and in the interest of the Company and the Shareholders as a whole. No Director has a material interest in the Consultancy Agreement nor is required to abstain from voting on the Board resolution approving the Consultancy Agreement.
Sample 1
REASONS FOR AND BENEFITS OF ENTERING INTO THE TRANSACTION. The Company is an investment holding company and the Group is principally engaged in manufacture and sale of polyethylene pipes, sale of composite materials, transmission and distribution of natural gas. Further to the investment in natural gas business by the Group in current year, the establishment of Shenzhen JV will speed up the development of natural gas business. In addition, it is expected that Shenzhen JV will also promote the scale of natural gas market of the Group in the PRC and will also assist the development of the related natural gas utilization engineering projects. The establishment of Shenzhen JV will also allow China PE (Shenzhen) and Tianyin Investment to utilise their respective advantages. In addition, the entering into the JV Agreement will create and reinforce the strategic cooperation relationship between the Group and Tianyin Investment, which, in the view of the Directors, will further enhance its existing business network in the PRC. The Directors, including the independent non-executive Directors, consider that the JV Agreement is entered into upon normal commercial terms following arm’s length negotiations among the parties and that the terms of the JV Agreement are fair and reasonable and are in the interests of the Company and the Shareholders as a whole. As the applicable percentage ratios as calculated under Rule 19.06 of the GEM Listing Rules in respect of the establishment of Shenzhen JV are more than 5% but less than 25%, the transactions contemplated under the JV Agreement constitute a discloseable transaction on the part of the Company under Chapter 19 of the GEM Listing Rules.
Sample 1
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Related to REASONS FOR AND BENEFITS OF ENTERING INTO THE TRANSACTION

  • 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.

  • 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.

  • 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.

  • Termination and Termination Benefits Notwithstanding the provisions of Section 3, the Executive's employment under this Agreement shall terminate under the following circumstances set forth in this Section 6.

  • CFR PART 200 Termination Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be effected and the basis for settlement. (All contracts in excess of $10,000) Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process for cause after giving the vendor an appropriate opportunity and up to 30 days, to cure the causal breach of terms and conditions. ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process for convenience with 30 days notice in writing to the awarded vendor. The vendor would be compensated for work performed and goods procured as of the termination date if for convenience of the ESC Region 8 and TIPS Members. Any award under this procurement process is not exclusive and the ESC Region 8 and TIPS reserves the right to purchase goods and services from other vendors when it is in the best interest of the ESC Region 8 and TIPS. Does vendor agree? Yes

  • LIMITATION OF LIABILITY OF THE TRUSTEES, OFFICERS, AND SHAREHOLDERS A copy of the Agreement and Declaration of Trust of the Fund is on file with the Secretary of The Commonwealth of Massachusetts, and notice is hereby given that this instrument is executed on behalf of the Trustees of the Fund as Trustees and not individually and that the obligations of or arising out of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the respective Fund.

  • Effective Period, Termination and Amendment; Interpretive and Additional Provisions This Custodian Agreement shall become effective as of the date hereof, shall continue in full force and effect until terminated as hereinafter provided, and may be amended at any time by mutual agreement of the parties hereto. This Custodian Agreement may be terminated by either party by written notice to the other party, such termination to take effect no sooner than sixty (60) days after the date of such notice. Notwithstanding the foregoing, if Ally Financial resigns as Servicer under the Basic Documents or if all of the rights and obligations of the Servicer have been terminated under the Servicing Agreement, this Custodian Agreement may be terminated by the Issuing Entity or by any Persons to whom the Issuing Entity has assigned its rights hereunder. As soon as practicable after the termination of this Custodian Agreement, the Custodian shall deliver the Receivable Files described herein to the Issuing Entity or the Issuing Entity’s agent at such place or places as the Issuing Entity may reasonably designate.

  • Certification of Funds; Budget and Fiscal Provisions; Termination in the Event of Non-Appropriation This Agreement is subject to the budget and fiscal provisions of the City’s Charter. Charges will accrue only after prior written authorization certified by the Controller, and the amount of City’s obligation hereunder shall not at any time exceed the amount certified for the purpose and period stated in such advance authorization. This Agreement will terminate without penalty, liability or expense of any kind to City at the end of any fiscal year if funds are not appropriated for the next succeeding fiscal year. If funds are appropriated for a portion of the fiscal year, this Agreement will terminate, without penalty, liability or expense of any kind at the end of the term for which funds are appropriated. City has no obligation to make appropriations for this Agreement in lieu of appropriations for new or other agreements. City budget decisions are subject to the discretion of the Mayor and the Board of Supervisors. Contractor’s assumption of risk of possible non-appropriation is part of the consideration for this Agreement. THIS SECTION CONTROLS AGAINST ANY AND ALL OTHER PROVISIONS OF THIS AGREEMENT.

  • CONDITIONS FOR EMERGENCY/HURRICANE OR DISASTER - TERM CONTRACTS It is hereby made a part of this Invitation for Bids that before, during and after a public emergency, disaster, hurricane, flood, or other acts of God that Orange County shall require a “first priority” basis for goods and services. It is vital and imperative that the majority of citizens are protected from any emergency situation which threatens public health and safety, as determined by the County. Contractor agrees to rent/sell/lease all goods and services to the County or other governmental entities as opposed to a private citizen, on a first priority basis. The County expects to pay contractual prices for all goods or services required during an emergency situation. Contractor shall furnish a twenty-four (24) hour phone number in the event of such an emergency.

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