Xxxxxx X Sample Clauses

Xxxxxx X. Xxxxxxxx ----------------------------- Xxxxxx X. Xxxxxxxx
Xxxxxx X. Xxxxxxxx
Xxxxxx X. Xxxxxx (“Xxxxxx”) is hereby appointed as an “authorized person” of the Company within the meaning of the Act (an “Authorized Person”) for the sole purpose of executing, delivering and filing the certificate of formation of the Company. Xxxxxx’x powers as Authorized Person shall be terminated immediately after the filing of the Certificate of Formation.
Xxxxxx X. Xxxxxxxxxx; Xxxx; X. Xxxxx
Xxxxxx X. Xxxxx -S
Xxxxxx X. Xxxxx III, Xxxxxx X. Xxxxx and Xxxx X. Xxxxx, Cause No. 02-01516, in the District Court of Dallas County, Texas, 116th Judicial District; (b) Hollywood Casino Corporation v. Xxxxxx X. Xxxxxxx, et al., Civil Action No. 3:02CV0325-M, in the United Stated District Court for the Northern District of Texas, Dallas Division; and (c) Xxxx X. Xxxxx v. Hollywood Casino Corporation, a Delaware corporation, C.A. No. 19504, in the Court of Chancery of the State of Delaware in and for New Castle County (the "Lawsuits");
Xxxxxx X. Xxxxx, as Trustee .................. 00 Xxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000
Xxxxxx XXXXXXXX PARK
Xxxxxx X. Xxxxxx, Vice President - Law and Corporate Secretary of the Company, shall have furnished to you his written opinion (a draft of such opinion is attached as Annex 11(e) hereto), dated the Time of Delivery, in form and substance satisfactory to you to the effect that: (i) The Company has an authorized capitalization as set forth in the Prospectus, and all of the issued shares of capital stock of the Company have been duly and validly authorized and issued and are fully paid and non-assessable; and the shares of Common Stock initially issuable upon conversion of the Securities have been duly and validly authorized and reserved for issuance and, when issued and delivered in accordance with the provisions of the Securities, will be duly and validly issued and fully paid and non-assessable, and will conform in all material respects to the description of the Common Stock contained in the Prospectus; (ii) The Company has been duly qualified as a foreign corporation for the transaction of business and is in good standing under the laws of each other jurisdiction in which it owns or leases properties or conducts any business so as to require such qualification or except where any such failure to qualify would not have a Material Adverse Effect; (iii) Each Significant Subsidiary of the Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of its jurisdiction of incorporation; and all of the issued shares of capital stock of each such subsidiary have been duly and validly authorized and issued, are fully paid and validly xand (except for directors' qualifying shares or shares representing an immaterial equity interest that are required under the laws of any foreign jurisdiction to be owned by others and except as otherwise set forth in the Prospectus) are owned directly or indirectly by the Company, free and clear of all liens, encumbrances, equities or claims (such counsel being entitled to rely in respect of the opinion in this clause upon opinions of local counsel and in respect of matters of fact upon certificates of officers of the Company or its subsidiaries, provided that such counsel shall state that they believe that both you and they are justified in relying upon such opinions and certificates); (iv) The issuance of the Guarantee and the Debentures at the Time of Delivery and the compliance by the Company with all of the provisions of the Guarantee and the Debentures, the Indenture and this Agreement and...
Xxxxxx X. Xxxx, X.; Xxxx, X.;