Validity and Termination. 9.1 This Agreement shall come into force and effect on the date the Parties sign (i) this Agreement, (ii) the Share Transfer and the Amendment to the Memorandum of Association attached under Schedule III, (iv) the Power of Attorney attached under Schedule V, and (v) upon the valid Lease granting the Mussaffah land to City Mix being attached under Schedule VI. 9.2 This Agreement shall remain in force for the duration of City Mix as stated in the Share Transfer and Amendment to the Memorandum of Association attached under Schedule II, which shall be Twenty (20) years from the date of signing and notarizing of the same. 9.3 This Agreement may be sooner terminated by the Parties as follows: (i) By mutual agreement in writing of the Parties. (ii) Forthwith on giving by one Party of written notice to the other party if either Party commits any breach of any of the provisions including its obligations and covenants herein and in the case of a breach capable of rememdy, fails to remedy the same within thirty (30) days after receipt of a written notice. (iii) Forthwith on giving by one Party of written notice to the other Party if either Party has a receiver appointed over any of its/his property or assets; makes any voluntary arrangement with its/his creditors or becomes subject to any statutory or judicial administration order; goes into or files for liquidation or bankruptcy; makes an assignment of any right under this Agreement for the benefit of creditors; (iv) Forthwith by written notice if the First Party transfers, assign, pledge or hypothecate any of their shares in City Mix without the prior written consent of the Second Party or permit such shares to become subject to any lien. (v) Forthwith by written notice if City Mix is wound up, dissolved and liquidated. (vi) Forthwith, by written notice if the license and registration certificates of City Mix are not renewed within 45 (fourty- five) days of their expiry date due to any reasons attributable to the First Party; (vii) Forthwith, by written notice if the Lease under Schedule VI is terminated due to any reasons attributable to the First Party. 9.4 Subject to the payment of the remuneration due to the Second Party and Mr. Mubarak pursuant to Arxxxxx 0 xxx xxxxd up to the date of termination and indemnification provisions in this Agreement with respect to the Parties, and any claims, obligations or liabilities in this regard shall be subject to the laws pertaining thereto of the U.A.E.
Appears in 1 contract
Samples: Partnership Agreement (Royal Capital Management Inc)
Validity and Termination. 9.1 This Agreement shall come into force and effect on the date the Parties sign (i) this Agreement, (ii) the Share Transfer and the Amendment to the Memorandum of Association attached under Schedule III, (iv) the Power of Attorney attached under Schedule V, and (v) upon the valid Lease granting the Mussaffah land to City Mix being attached under Schedule VI.
9.2 This Agreement shall remain in force for the duration of City Mix as stated in the Share Transfer and Amendment to the Memorandum of Association attached under Schedule II, which shall be Twenty (20) years from the date of signing and notarizing of the same.
9.3 This Agreement may be sooner terminated by the Parties as follows:
(i) By mutual agreement in writing of the Parties.
(ii) Forthwith on giving by one Party of written notice to the other party if either Party commits any breach of any of the provisions including its obligations and covenants herein and in the case of a breach capable of rememdy, fails to remedy the same within thirty (30) days after receipt of a written notice.
(iii) Forthwith on giving by one Party of written notice to the other Party if either Party has a receiver appointed over any of its/his property or assets; makes any voluntary arrangement with its/his creditors or becomes subject to any statutory or judicial administration order; goes into or files for liquidation or bankruptcy; makes an assignment of any right under this Agreement for the benefit of creditors;
(iv) Forthwith by written notice if the First Party transfers, assign, pledge or hypothecate any of their shares in City Mix without the prior written consent of the Second Party or permit such shares to become subject to any lien.
(v) Forthwith by written notice if City Mix is wound up, dissolved and liquidated.
(vi) Forthwith, by written notice if the license and registration certificates of City Mix are not renewed within 45 (fourty- five) days of their expiry date due to any reasons attributable to the First Party;
(vii) Forthwith, by written notice if the Lease under Schedule VI is terminated due to any reasons attributable to the First Party.
9.4 Subject to the payment of the remuneration due to the Second Party and Mr. Mubarak Xx. Xxxxxxx pursuant to Arxxxxx 0 xxx xxxxd Article 6 pro rated up to the date of termination and indemnification provisions in this Agreement with respect to the Parties, and any claims, obligations or liabilities in this regard shall be subject to the laws pertaining thereto of the U.A.E.
Appears in 1 contract
Validity and Termination. 9.1 This Agreement shall come into force and effect on the date the Parties sign (i) this Agreement, (ii) the Share Transfer and the Amendment to the Memorandum of Association attached under Schedule III, (iv) the Power of Attorney attached under Schedule V, and (v) upon the valid Lease granting the Mussaffah land to City Mix being attached under Schedule VI.
9.2 This Agreement shall remain in force for the duration of City Mix as stated in the Share Transfer and Amendment to the Memorandum of Association attached under Schedule II, which shall be Twenty (20) years from the date of signing and notarizing of the same.
9.3 This Agreement may be sooner terminated by the Parties as follows:
(i) By mutual agreement in writing of the Parties.
(ii) Forthwith on giving by one Party of written notice to the other party if either Party commits any breach of any of the provisions including its obligations and covenants herein and in the case of a breach capable of rememdy, fails to remedy the same within thirty (30) days after receipt of a written notice.
(iii) Forthwith on giving by one Party of written notice to the other Party if either Party has a receiver appointed over any of its/his property or assets; makes any voluntary arrangement with its/his creditors or becomes subject to any statutory or judicial administration order; goes into or files for liquidation or bankruptcy; makes an assignment of any right under this Agreement for the benefit of creditors;
(iv) Forthwith by written notice if the First Party transfers, assign, pledge or hypothecate any of their shares in City Mix without the prior written consent of the Second Party or permit such shares to become subject to any lien.
(v) Forthwith by written notice if City Mix is wound up, dissolved and liquidated.
(vi) Forthwith, by written notice if the license and registration certificates of City Mix are not renewed within 45 (fourty- five) days of their expiry date due to any reasons attributable to the First Party;
(vii) Forthwith, by written notice if the Lease under Schedule VI is terminated due to any reasons attributable to the First Party.
9.4 Subject to the payment of the remuneration due to the Second Party and Mr. Mubarak pursuant to Arxxxxx Article 0 xxx xxxxd up xxxxx xx to the date of termination and indemnification provisions in this Agreement with respect to the Parties, and any claims, obligations or liabilities in this regard shall be subject to the laws pertaining thereto of the U.A.E.
Appears in 1 contract
Validity and Termination. 9.1 This 12.1 Subject to Article 12.2, this Agreement is valid until the date upon which termination of the Stockholders Agreement occurs or the date upon which the parties shall agree that this Agreement shall come into force and effect on terminate whichever is the date earlier.
12.2 Should any of the Parties sign (i) following events occur:
12.2.1 any party failing to materially abide by its undertakings or obligations under this Agreement;
12.2.2 any party discontinues business, becomes insolvent; seeks relief under any law for the aid of debtors; has a receiver, administrator, liquidator or trustee appointed over the whole or any part of its assets; or
12.2.3 if either an order is made or a resolution passed for the winding up of any party (ii) unless the Share Transfer order or resolution is part of a scheme for the reconstruction or amalgamation of that party). Any party may terminate this Agreement by notice in writing to operate on a date specified in that notice.
12.3 In the event of termination:
12.3.1 the rights and obligations of each party in relation to the others which have accrued, whether under this Agreement or under the Stockholders Agreement, before the Termination Date shall not be affected;
12.3.2 no party shall be relieved from any obligation under Article 9;
12.3.3 licenses in favour of the Company referred to in this Agreement and the Amendment rights of the Company in relation to the Memorandum Trade Marks shall cease;
12.3.4 compensation shall not be paid by any party to another for loss of Association attached under Schedule III, (iv) the Power profits or loss of Attorney attached under Schedule V, and (v) upon the valid Lease granting the Mussaffah land to City Mix being attached under Schedule VI.
9.2 This Agreement shall remain in force goodwill or for the duration of City Mix as stated any other reason in the Share Transfer and Amendment event of termination of this Agreement in accordance with any of the provisions of Article 12 or for any other lawful cause.;
12.3.5 each party (to the Memorandum of Association attached under Schedule II, which extent that it shall be Twenty (20) years from the date of signing and notarizing of the same.
9.3 This Agreement may be sooner terminated by the Parties as follows:
(i) By mutual agreement in writing of the Parties.
(ii) Forthwith on giving by one Party of written notice to the other party if either Party commits any breach have possession of any of the provisions including its obligations and covenants herein and items referred to in Article 9.1 above) shall within 15 days from the case of a breach capable of rememdyTermination Date, fails to remedy the same within thirty (30) days after receipt of a written notice.
(iii) Forthwith on giving by one Party of written notice return to the other Party if either Party has a receiver appointed over relevant party all copies of the items referred to in Article 9.1 above and all information relating to the items referred to in Article 9.1 above which are in any of itsphysical form and in/his property or assets; makes any voluntary arrangement with its/his creditors or becomes subject to any statutory or judicial administration order; goes into or files for liquidation or bankruptcy; makes an assignment of any right under this Agreement for the benefit of creditorson whatever medium;
(iv) Forthwith 12.3.6 the Company shall remove any reference to the Trade Marks which may exist on premises used by written notice if the First Party transfersCompany, assignon all documents, pledge commercial material, invoices, packaging and other material and to do all such acts and things as may be necessary to change any corporate or hypothecate any of their shares business names which include the Trade Marks; and
12.3.7 TCN's and DISX's obligations in City Mix without the prior written consent connection with Clause 13 of the Second Party or permit such shares to become subject to any lienStockholders Agreement shall have no further effect.
(v) Forthwith by written notice if City Mix is wound up, dissolved and liquidated.
(vi) Forthwith, by written notice if the license and registration certificates of City Mix are not renewed within 45 (fourty- five) days of their expiry date due to any reasons attributable to the First Party;
(vii) Forthwith, by written notice if the Lease under Schedule VI is terminated due to any reasons attributable to the First Party.
9.4 Subject to the payment of the remuneration due to the Second Party and Mr. Mubarak pursuant to Arxxxxx 0 xxx xxxxd up to the date of termination and indemnification provisions in this Agreement with respect to the Parties, and any claims, obligations or liabilities in this regard shall be subject to the laws pertaining thereto of the U.A.E.
Appears in 1 contract
Samples: Stockholders Agreement (Dynamic Information System & Exchange Inc)