Separate Corporate Entities Sample Clauses

Separate Corporate Entities. Affiliate and the Academy expressly acknowledge and agree that they are, and intend to remain, separate and independent corporate entities and as such shall not purport to represent the other, or incur any liability, obligation or expense on behalf of the other, except as specifically provided for in this agreement. Neither party shall, by virtue of this Agreement, be entitled to act as the agent or legal representative of the other.
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Separate Corporate Entities. Chapter and GCSAA expressly acknowledge and agree that Chapter and GCSAA are, and intend to maintain, separate corporate entities and as such shall not incur any liability, obligation or expense on behalf of each other. The Chapter and GCSAA and its members are prohibited from acting as agents or representatives of the other without express written authority.
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Separate Corporate Entities. SNA and the Affiliate expressly acknowledge and agree that SNA and the Affiliate are, and intend to maintain, separate corporate entities and as such will not incur any liability, obligation or expense on behalf of each other. This Agreement does not and will not be interpreted to create any joint venture, partnership or subsidiary relationship between SNA and the Affiliate.
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Separate Corporate Entities. District and Affiliate expressly acknowledge and agree that they are separate and independent corporate entities; as such shall not purport to represent the other, or incur any liability, obligation or expense on behalf of the other, except as specifically provided for in this agreement; and shall not therefore be entitled to act as the agent or legal representative of the other
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Separate Corporate Entities. Chapter and FGCSA expressly acknowledge and agree that Chapter and FGCSA are, and intend to maintain, separate corporate entities and as such shall not incur any liability, obligation or expense on behalf of each other. The Chapter and FGCSA and its members are prohibited from acting as agents or representatives of the other without express written authority. In furtherance of such intention and agreement, Chapter hereby indemnifies and holds harmless FGCSA and its officers, directors and employees from and against any suit, claim, obligation, cost and expense which may be incurred by Chapter and/or its officers, directors and employees which may arise by reason of any act or failure or omission to act or any agency relationship by Chapter, its officers, directors or employees.
Sample 1
Separate Corporate Entities. The Issuer shall, and shall cause each of its Subsidiaries to, and each Shareholder shall, conduct its business in its own name so as to avoid the appearance of conducting its business on behalf of any other Person or that the assets of the Issuer or any such Subsidiaries or any Shareholder (the "Applicable Entities") are available to pay the creditors of any of the other applicable Entities. Without limiting the generality of the foregoing,
Sample 1
Separate Corporate Entities. Chapter and FACES expressly acknowledge and agree that Chapter and FACES are, and intend to maintain, separate corporate entities and as such shall not incur any liability, obligation or expense on behalf of each other. The Chapter and FACES and its members are prohibited from acting as agents or representatives of the other without express written authority. In furtherance of such intention and agreement, Chapter hereby indemnifies and holds harmless FACES and its officers, directors and employees from and against any suit, claim, obligation, cost and expense which may be incurred by Chapter and/or its steering committee or employees which may arise by reason of any act or failure or omission to act or any agency relationship by Chapter, its steering committee or employees. The only exception to this would be the existence of a FACES Tax-Exempt Share Agreement between the local and FACES as referenced in Section III.E. of this agreement.
Sample 1
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Related to Separate Corporate Entities

  • Separate Company Taxes In the case of any Tax Contest with respect to any Separate Company Tax, the Company having liability for the Tax shall have exclusive control over the Tax Contest, including exclusive authority with respect to any settlement of such Tax liability.

  • Corporate Separateness (a) Satisfy, and cause each of its Restricted Subsidiaries and Unrestricted Subsidiaries to satisfy, customary corporate and other formalities, including, as applicable, the holding of regular board of directors’ and shareholders’ meetings or action by directors or shareholders without a meeting, in each case, to the extent required by law and the maintenance of corporate offices and records.

  • Directors and Officers of the Surviving Corporation The directors and officers of Merger Sub immediately prior to the Effective Time shall serve as the initial directors and officers of the Surviving Corporation, until their respective successors are duly elected or appointed and qualified.

  • Post-Closing Directors and Officers Subject to the terms of the Acquiror Organizational Documents, Acquiror shall take all such action within its power as may be necessary or appropriate such that immediately following the Closing:

  • Incorporators, Stockholders, Officers and Directors of Company Exempt from Individual Liability No recourse under or upon any obligation, covenant or agreement contained in this Indenture or any indenture supplemental hereto, or in any Security or any coupons appertaining thereto, or because of any indebtedness evidenced thereby, shall be had against any incorporator, as such or against any past, present or future stockholder, officer, director or employee, as such, of the Company or of any successor, either directly or through the Company or any successor, under any rule of law, statute or constitutional provision or by the enforcement of any assessment or by any legal or equitable proceeding or otherwise, all such liability being expressly waived and released by the acceptance of the Securities and the coupons appertaining thereto by the holders thereof and as part of the consideration for the issue of the Securities and the coupons appertaining thereto.

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