Valid Business Purpose Clause Samples

The Valid Business Purpose clause defines the requirement that certain actions or decisions under an agreement must be justified by a legitimate and bona fide business reason. In practice, this means that parties cannot undertake transactions, make changes, or exercise rights solely for personal gain, tax avoidance, or other improper motives; instead, their actions must align with the genuine operational needs or objectives of the business. This clause helps ensure that contractual provisions are not abused for unintended purposes, thereby maintaining the integrity of the agreement and protecting both parties from manipulative or bad-faith conduct.
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Valid Business Purpose. The transfers and conveyances of Transferred Assets by the Seller to the Issuer pursuant to the terms of this Agreement are being consummated by the Seller in good faith, with no contemplation of insolvency and with no intent to hinder, delay or defraud any of its present or future creditors of the Seller;
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Valid Business Purpose. The Seller has valid business reasons for selling the Transferred Assets to the Issuer rather than obtaining a loan with such assets as collateral;
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Valid Business Purpose. The Seller has valid business reasons for selling, transferring and conveying the Contributed Assets and Excess Assets to the Issuer;
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Valid Business Purpose. 39 6.2 FAIR MARKET VALUE AND FACE VALUE .......................................................40 6.3 PRE-EMPTIVE RIGHTS ....................................................................................40 6.4 DEBT CAPITALIZATION ..................................................................................41 6.5 SUBSCRIBERS OF SHARES TO BECOME PARTIES .............................................41
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Valid Business Purpose. From the Scheme Completion Time onwards, any share capital increase of the Company shall necessarily have a valid business purpose. A share capital increase is deemed to have a “valid business purpose” when it is in the best interests of the Company and, in addition, it is so determined and certified by the Board, subject to directors’ fiduciary duties.
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Valid Business Purpose. The Account and Card(s) may only be used for valid and lawful business purposes and only for the benefit of Customer. Fuel purchases on Cards are for Cardholder’s consumption only. Using the Account or Cards for bulk fuel purchases is strictly prohibited. If Customer, or a business or individual authorized by Customer, uses the Card(s) or Account in violation of this section, Customer shall be responsible for such prohibited use and shall be liable to Shell for all amounts and expenses incurred by or on behalf of Shell as a result of the prohibited use. Use of Account and Cards may be canceled, revoked, repossessed or restricted by Service Provider at any time if Service Provider suspects prohibited use of the Account or Cards.
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Valid Business Purpose. A valid business purpose is one or more business purposes other than the avoidance of a restriction or obligation under this Agreement, which alone or in combination constitute the primary motivation for some business activity or transaction, which activity or transaction changes in a meaningful way the economic position of the Company.
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Related to Valid Business Purpose

  • Business Purpose The Company may conduct any and all lawful business appropriate in carrying out the Company’s objectives, as permitted under Section ▇▇-▇▇-▇▇▇ of the Act.

  • Business Purposes The Loan is solely for the business purpose of Borrower, and is not for personal, family, household, or agricultural purposes.

  • Assumed Business Names Borrower has filed or recorded all documents or filings required by law relating to all assumed business names used by Borrower. Excluding the name of Borrower, the following is a complete list of all assumed business names under which Borrower does business: None.

  • Outside Businesses Subject to the provisions of Section 6.3, any Covered Person, the Sponsor, the Delaware Trustee and the Property Trustee may engage in or possess an interest in other business ventures of any nature or description, independently or with others, similar or dissimilar to the activities of the Trust, and the Trust and the Holders of Securities shall have no rights by virtue of this Trust Agreement in and to such independent ventures or the income or profits derived therefrom, and the pursuit of any such venture, even if competitive with the activities of the Trust, shall not be deemed wrongful or improper. No Covered Person, the Sponsor, the Delaware Trustee or the Property Trustee shall be obligated to present any particular investment or other opportunity to the Trust even if such opportunity is of a character that, if presented to the Trust, could be taken by the Trust, and any Covered Person, the Sponsor, the Delaware Trustee and the Property Trustee shall have the right to take for its own account (individually or as a partner or fiduciary) or to recommend to others any such particular investment or other opportunity. Any Covered Person, the Delaware Trustee and the Property Trustee may engage or be interested in any financial or other transaction with the Sponsor or any Affiliate of the Sponsor, or may act as depositary for, trustee or agent for, or act on any committee or body of holders of, securities or other obligations of the Sponsor or its Affiliates.

  • Non-Company Business Except with the prior written consent of the Board, Executive will not during the term of Executive’s employment with the Company undertake or engage in any other employment, occupation or business enterprise, other than ones in which Executive is a passive investor. Executive may engage in civic and not-for-profit activities so long as such activities do not materially interfere with the performance of Executive’s duties hereunder.