Wxxxxxxx Sample Clauses

Wxxxxxxx. All assets held under lease or license by the Partnership Entities are held under valid, subsisting and enforceable leases or licenses, with such exceptions as are not material and do not materially interfere with the use made in the past and proposed to be made in the future of such assets by the Partnership Entities taken as a whole as described in the most recent Preliminary Prospectus and the Prospectus.
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Wxxxxxxx. All assets held under lease or license by the Partnership Entities are held under valid, subsisting and enforceable leases or licenses, with such exceptions as are not material and do not materially interfere with the use made in the past and proposed to be made in the future of such assets by the Partnership Entities taken as a whole as described in the most recent Preliminary Prospectus and the Prospectus. The Operative Agreements are legally sufficient to transfer to or vest in Four Corners LLC all properties that are, individually or in the aggregate, required to enable Four Corners LLC to conduct its operations in all material respects as contemplated by the most recent Preliminary Prospectus and the Prospectus, subject to the conditions, reservations and limitations contained in the Operative Agreements or as described in the most recent Preliminary Prospectus and the Prospectus. Four Corners LLC, after giving effect to the Transactions as contemplated by the Operative Agreements, succeeded or will succeed in all material respects to the applicable businesses, assets, properties, liabilities and operations reflected in the pro forma financial statements of the Partnership included in the most recent Preliminary Prospectus and the Prospectus, except as disclosed in the most recent Preliminary Prospectus, the Prospectus and in the Operative Agreements.
Wxxxxxxx. (ii) The Company is a party to the following consulting agreements: H. Kxxxxx (xxted 01/19/96); Dale X. Xxxxx (dated 05/01/94); Kim X. Xxxxx (xxted 08/09/94); Sydnxx Xxxxxxx (xxted 08/10/94); and Chi-Huey Xxxx (dated 08/11/94). The Company entered into a letter agreement dated July 25, 1995 with Transpect Incorporated ("Transpect") pursuant to which Transpect is retained as an advisor and consultant with respect to the establishment of a relationship with Daiichi Pharmaceutical Co., Ltd (or any company mutually agreed to). In addition, the Company is a party to Scientific Advisory Board Agreement with the following individuals: A. Bxxx (xxted 09/07/95); D. Xxxxxxxxxxx (xxted 04/08/95); W. Jxxxxxxxx (xxted 05/18/95). Schedule 2.7 22 (e) (i) Agreement for Purchase and Sale of Assets dated September 28, 1994 among the Company, Combichem, Inc., a Delaware corporation, KPCB VI and KPCB IV-FF.
Wxxxxxxx. All assets held under lease or license by the Partnership Entities are held under valid, subsisting and enforceable leases or licenses, with such exceptions as are not material and do not materially interfere with the use made in the past and proposed to be made in the future of such assets by the Partnership Entities taken as a whole as described in the Preliminary Memorandum and the Final Memorandum. The Operative Agreements are legally sufficient to transfer to or vest in Four Corners LLC all properties that are, individually or in the aggregate, required to enable Four Corners LLC to conduct its operations in all material respects as contemplated by the Preliminary Memorandum and the Final Memorandum, subject to the conditions, reservations and limitations contained in the Operative Agreements or as described in the Preliminary Memorandum and the Final Memorandum. Four Corners LLC, after giving effect to the Transactions as contemplated by the Operative Agreements, succeeded or will succeed in all material respects to the applicable businesses, assets, properties, liabilities and operations reflected in the pro forma financial statements of the Partnership included in the Preliminary Memorandum and the Final Memorandum, except as disclosed in the Preliminary Memorandum, the Final Memorandum and in the Operative Agreements.
Wxxxxxxx. Wxxxxxxx shall be appointed the Executive Chair (the “Chair”) of the Company and a director of the Company (subject to any applicable shareholder approval) and to hold such offices as the Board of Directors of the Company and the Consultant agree from time to time. Wxxxxxxx’ duties will generally be to provide the Company and its subsidiaries with the executive services (the “Chair Services”, and collectively with the CEO Services, the “Services”) customary for a Chair of a public company and to perform any and all duties and responsibilities reasonably assigned to him from time to time by the Board of Directors of the Company in connection therewith. The parties expect that Wxxxxxxx will devote the working time and attention commensurate with the duties of an Executive Chair.

Related to Wxxxxxxx

  • WXXXXXX (0) Xx xxxxxx xx x Xxxx (xx xxxxxxx, varied, supplemented or novated from time to time the "Current Issuer Deed of Charge") dated 22 September 2004 between Granite Mortgages 04-3 plc, The Bank of New York as Note Trustee and others, provision was made for the execution by the Principal of this Power of Attorney.

  • Xxxxxxxx Dated: February 15, 2000 ------------------------------------------ W. Xxxxxxx Xxxxxx

  • Xxxxxxxxx the former President of the United States, Xxxxx Xxxx, the deceased automobile manufacturer, and Xxxx X. Xxxxxxxxxxx, the founder of the Standard Oil Company, known to be alive on the date of the execution, acknowledgment and delivery of this Lease.

  • XXXXXXX Except as otherwise expressly provided herein, directors shall be elected at the organizational meeting of the Member and at each annual meeting thereafter. A decrease in the number of directors shall not shorten an incumbent director’s term. Each director shall hold office until such director resigns or is removed. Despite the expiration of a director’s term, such director shall continue to serve until the director’s successor is elected and qualifies, until there is a decrease in the number of directors or the director is removed.

  • Xxxxxxxxxx Xxxx Xxxxxxxxx xxxx xxure to the benefit of and be binding upon the parties hereto and their respective successors and the officers and directors and controlling persons referred to in Section 7 hereof, and their successors and assigns, and no other person will have any right or obligation hereunder.

  • Xxxxxxxxxxx XXX, INC. The undersigned, pursuant to the provisions set forth in the attached Warrant (No.____), hereby irrevocably elects to purchase (check applicable box): ___ ________ shares of the Common Stock covered by such Warrant; or ___ the maximum number of shares of Common Stock covered by such Warrant pursuant to the cashless exercise procedure set forth in Section 2. The undersigned herewith makes payment of the full purchase price for such shares at the price per share provided for in such Warrant, which is $___________. Such payment takes the form of (check applicable box or boxes): ___ $__________ in lawful money of the United States; and/or ___ the cancellation of such portion of the attached Warrant as is exercisable for a total of _______ shares of Common Stock (using a Fair Market Value of $_______ per share for purposes of this calculation); and/or ___ the cancellation of such number of shares of Common Stock as is necessary, in accordance with the formula set forth in Section 2, to exercise this Warrant with respect to the maximum number of shares of Common Stock purchaseable pursuant to the cashless exercise procedure set forth in Section 2. The undersigned requests that the certificates for such shares be issued in the name of, and delivered to ____________________ whose address is __________________________________________________________________________ . The undersigned represents and warrants that all offers and sales by the undersigned of the securities issuable upon exercise of the within Warrant shall be made pursuant to registration of the Common Stock under the Securities Act of 1933, as amended (the "Securities Act") or pursuant to an exemption from registration under the Securities Act. Dated:___________________ _______________________________________ (Signature must conform to name of holder as specified on the face of the Warrant) _______________________________________ (Address) Exhibit B FORM OF TRANSFEROR ENDORSEMENT (To be signed only on transfer of Warrant) For value received, the undersigned hereby sells, assigns, and transfers unto the person(s) named below under the heading "Transferees" the right represented by the within Warrant to purchase the percentage and number of shares of Common Stock of XXXXXXXXXXX.XXX, INC. to which the within Warrant relates specified under the headings "Percentage Transferred" and "Number Transferred," respectively, opposite the name(s) of such person(s) and appoints each such person Attorney to transfer its respective right on the books of XXXXXXXXXXX.XXX, INC. with full power of substitution in the premises. ======================================== ===================================== ===================================== Transferees Percentage Number ----------- Transferred Transferred ----------- ----------- ---------------------------------------- ------------------------------------- ------------------------------------- ---------------------------------------- ------------------------------------- ------------------------------------- ---------------------------------------- ------------------------------------- ------------------------------------- ======================================== ===================================== ===================================== Dated: , ----------------- ---- ------------------------------- (Signature must conform to name of holder as specified on the face of the warrant) Signed in the presence of: ------------------------------- ------------------------------ (Name) (address) ------------------------------ ACCEPTED AND AGREED: (address) [TRANSFEREE] --------------------------------- (Name)

  • Xxxxxxxxxxxx This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

  • Xxxxxxxx Xxxxxxxxx Xx xxxvided for in the Agreement and Declaration of Trust of the various Funds, under which the Funds are organized as unincorporated trusts, the shareholders, trustees, officers, employees and other agents of the Fund shall not personally be found by or liable for the matters set forth hereto, nor shall resort be had to their private property for the satisfaction of any obligation or claim hereunder.

  • Xxxxxxxx Xxxxxxxx obligation to pay compensation to PaineWebber as agreed upon pursuant to this paragraph 4 is not contingent upon receipt by Xxxxxxxx Xxxxxxxx of any compensation from the Fund or Series. Xxxxxxxx Xxxxxxxx shall advise the Board of any agreements or revised agreements as to compensation to be paid by Xxxxxxxx Xxxxxxxx to PaineWebber at their first regular meeting held after such agreement but shall not be required to obtain prior approval for such agreements from the Board.

  • XXXXXXXXXXXXX The captions in this Agreement are included for convenience of reference only, and in no way define or delimit any of the provisions hereof or otherwise affect their construction or effect. This Agreement may be executed simultaneously in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

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