Xxxxxxx Structure. The Union may designate up to forty-five (45) duly elected or appointed regular Union stewards throughout the Mosaic operations at K1 and K2 in Esterhazy. Any increase in the number of stewards is subject to mutual agreement between the Parties. Additionally, the Union may designate up to forty-five (45) duly elected or appointed alternate stewards who will from time to time take on the role in the absence of the regular xxxxxxx. The alternate xxxxxxx must advise their supervisor whenever assuming the role of the regular xxxxxxx.
Xxxxxxx Structure. Union members whose names appear on this list will be recognized by the Company.
Xxxxxxx Structure. The authorized share capital of the Company is as set forth on Schedule 3.02 annexed hereto. Other than set forth on Schedule 3.02, no shares or other securities of the Company are issued, reserved for issuance or outstanding. Except as set forth on Schedule 3.02, all outstanding Company Shares are duly authorized, validly issued, fully paid and non-assessable and not subject to or issued in violation of any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of the applicable corporate laws of its state of incorporation, the Company Charter Documents or any Contract (as defined in Section 3.04) to which the Company is a party or otherwise bound. There are no bonds, debentures, notes or other indebtedness of the Company having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) on any matters on which holders of Company Shares may vote (“Voting Company Debt”). As of the date of this Agreement, except as set forth on Schedule 3.02, there are no options, warrants, rights, convertible or exchangeable securities, “phantom” stock rights, stock appreciation rights, stock-based performance units, commitments, Contracts, arrangements or undertakings of any kind to which the Company is a party or by which the Company is bound (i) obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares or other equity interests in, or any security convertible or exercisable for or exchangeable into any shares or capital stock or other equity interest in, the Company or any Voting Company Debt, (ii) obligating the Company to issue, grant, extend or enter into any such option, warrant, call, right, security, commitment, Contract, arrangement or undertaking or (iii) that give any person the right to receive any economic benefit or right similar to or derived from the economic benefits and rights occurring to holders of the shares or capital stock of the Company. Schedule 3.02 includes a true and complete copy of the unaudited balance sheet of the Company (and subsidiaries) as of December 31, 2020 and 2019, and the unaudited consolidated profit and loss statement, statement of cash flow and statement of changes in shareholders’ equity of the Company (and subsidiaries) for the period ending on such dates, certified by such Company’s chief executive officer or chief financial officer (collectively, the “Fina...
Xxxxxxx Structure. The authorized capital stock of the Parent consists of Six Hundred and Fifty Million (650,000,000) shares of Parent Common Stock, par value $0.0001 per share, and Fifty Million (50,000,000) shares of preferred stock, par value $0.0001 per share, of which (i) 56,356,431 shares of Parent Common Stock are issued and outstanding as of December 31, 2020 and 111,859,759 shares are issued and outstanding as of the date of this Agreement, and (ii) the following shares of preferred stock of the Parent are issued and outstanding as of the date of this Agreement: (A) 450 shares of Series A Preferred Stock, which are convertible to 9,000,000 shares of Parent Common Stock; (B) 1,500,000 shares of Series B-1 Preferred Stock, which are convertible into 187,000 shares of Parent Common Stock; (C) 6,000,000 shares of Series B-2 Preferred Stock, which are convertible to 750,000 shares of Parent Common Stock. Except as set forth on Schedule 4.03, no other shares of capital stock or other securities of the Parent were issued, reserved for issuance or outstanding. All outstanding shares of the capital stock of the Parent are, duly authorized, validly issued, fully paid and non-assessable and not subject to or issued in violation of any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of the Nevada Revised Statutes, the Parent Charter, the Parent Bylaws or any Contract to which the Parent is a party or otherwise bound. Except as set forth on Schedule 4.03, there are no bonds, debentures, notes or other indebtedness of the Parent having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) on any matters on which holders of capital stock of the Parent may vote (“Voting Parent Debt”). The Company has no outstanding indebtedness except as disclosed on Schedule 4.03. Except in connection with the Transactions as of the date of this Agreement, there are no options, warrants, rights, convertible or exchangeable securities, “phantom” stock rights, stock appreciation rights, stock-based performance units, commitments, Contracts, arrangements or undertakings of any kind to which the Parent is a party or by which it is bound (i) obligating the Parent to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of capital stock or other equity interests in, or any security convertible or exercisable for or exchangeable into any capital...
Xxxxxxx Structure. The Union may designate up to forty-five (45) duly elected or appointed regular Union stewards throughout the Mosaic operations at and in Any increase in the number of stewards is subject to mutual agreement between the Parties. Additionally, the Union may designate up to forty-five (45) duly elected or appointed alternate stewards who will from time to time take on the role in the absence of the regular xxxxxxx. The alternate xxxxxxx must advise their supervisor whenever assuming the role of the regular xxxxxxx. The Union will furnish a written list to the Manager, Human Resources or designated representative with the names of the Executive, the stewards and the alternate stewards and will keep the list current in writing. Only Union members whose names appear on this list will be recognized by the Company.
Xxxxxxx Structure. (i) As of December 31, 1998, the authorized capital stock of Warner-Lambert consisted of (A) 1,200,000,000 shares of Warner- Xxxxxxx Xxxxxn Stock of which 821,552,156 shares were oxxxxxxxxxx xxx 140,429,452 shares were held in the treasury of Warner-Lambert and (B) 5,000,000 shares of Preferred Stock, par xxxxx $0.00 xer share, none of which were outstanding and 400,000 shares of which have been designated as Series A Junior Participating Preferred Stock (the "Series A Preferred Stock") and reserved for issuance upon exercise of certain rights as set forth in the Amended and Restated Rights Agreement dated as of March 25, 1997 between Warner-Lambert and First Chicago Trust Company of New York, as xxxxxx xxxxx (the "Warner- Lambert Rights Agreement"). Since December 31, 1998 to xxx xxxx xx xxis Agreement, there have been no issuances of shares of the capital stock of Warner-Lambert or any other securities of Warner-Lambert other xxxx xxxxxxxxx of shares pursuant to optioxx xx xxxxxx outstanding as of December 31, 1998 under the Benefit Plans (as defined in Section 8.11)
Xxxxxxx Structure. Schedule 9.1.4 shows, for each Borrower and Subsidiary, its name, jurisdiction of organization, authorized and issued Equity Interests, holders of its Equity Interests, and agreements (other than the Organic Documents) binding on such holders with respect to such Equity Interests. Except as disclosed on Schedule 9.1.4, in the five years preceding the Closing Date, no Borrower or Subsidiary has changed its name or state of incorporation or organization, acquired any substantial assets from any other Person nor been the surviving entity in a merger or combination. Each Borrower has good title to its Equity Interests in its Subsidiaries, subject only to Lender’s Lien, and all such Equity Interests are duly issued, fully paid and non-assessable to the extent such concepts are applicable. Other than Equity Interests granted to employees and directors of ServiceSource International, there are no outstanding purchase options, warrants, subscription rights, agreements to issue or sell (to which an Obligor is a party), convertible interests, phantom rights or powers of attorney relating to Equity Interests of any Borrower or Subsidiary.
Xxxxxxx Structure. The authorized membership interests of Thrown are set forth on Section 3.3 to the Thrown Disclosure Schedule. All Thrown Membership Units are owned beneficially and of record as set forth opposite each Member’s name on Section 3.3 to the Thrown Disclosure Schedule. No other voting securities of Thrown are issued or reserved for issuance or outstanding. Thrown has no subsidiaries. All outstanding Membership Units of Thrown are duly authorized, validly issued, fully paid and nonassessable and not subject to or issued in violation of any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of the law of Delaware, the Thrown Agreements or any contract to which Thrown is a party or otherwise bound. There are not any bonds, debentures, notes or other indebtedness of Thrown having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) on any matters on which holders of Thrown’s Membership Units may vote (“Voting Thrown Debt”). As of the date of this Agreement, there are not any options, warrants, rights, convertible or exchangeable securities, “phantom” equity rights, , incentive equity Farmhouse Inc. - Thrown, LLC Share Exchange Agreement units, commitments, contracts, arrangements or undertakings of any kind to which Thrown is a party or by which any of them is bound: (a) obligating Thrown to issue, deliver or sell, or cause to be issued, delivered or sold, additional equity interests in, or any security convertible or exercisable for or exchangeable into any equity interest in, Thrown or any Voting Thrown Debt, (b) obligating Thrown to issue, grant, extend or enter into any such option, warrant, call, right, security, commitment, Contract, arrangement or undertaking or (c) that give any person the right to receive any economic benefit or right similar to or derived from the economic benefits and rights occurring to Members of Thrown. As of the date of this Agreement, there are not any outstanding contractual obligations of Thrown to repurchase, redeem or otherwise acquire any Membership Units of Thrown.
Xxxxxxx Structure. The authorized capital stock of FMHS is as set forth in the SEC Documents (as defined below), which also specifies, for FMHS, the total number of authorized shares of capital stock, and of such authorized shares, the number which are designated as Common Stock and the number designated as preferred stock. The SEC Documents shall also specify, for FMHS, as of the date hereof, the number of shares of Common Stock issued and outstanding and the number of shares of preferred stock issued and outstanding. All of the outstanding shares of capital stock of FMHS are validly issued, fully paid and nonassessable, have been issued in compliance with all foreign, federal and state securities laws and none of such outstanding shares were issued in violation of any preemptive rights or similar rights to subscribe for or purchase securities. As of the date of this Agreement, no shares of FMHS’s capital stock are subject to preemptive rights or any other similar rights or any Liens, claims or encumbrances suffered or permitted by FMHS. The Common Stock is currently quoted on the OTC Markets Group, Inc. OTCQB market (the “Principal Trading Market”) under the trading symbol “FMHS”. FMHS has received no notice, either oral or written, with respect to continued eligibility of the Common Stock for quotation on the Principal Trading Market, and the Issuing FMHS has maintained all requirements on its part for the continuation of such quotation. Except as set forth in the SEC Documents and except for the securities to be issued pursuant to this Agreement, as of the date of this Agreement: (i) there are no outstanding options, warrants, scrip, rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities or rights convertible into, any shares of capital stock of FMHS or any of its Subsidiaries, or contracts, commitments, understandings or arrangements by which FMHS or any of its Subsidiaries is or may become bound to issue additional shares of capital stock of the FMHS or any of its Subsidiaries or options, warrants, scrip, rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities or rights convertible into, any shares of capital stock of FMHS, except as reflected in teh SEC Documents; (ii) there are no outstanding debt securities, notes, credit agreements, credit facilities or other contracts or instruments evidencing indebtedness of FMHS or by which FMHS is or may become bound, except as reflected in...
Xxxxxxx Structure. (a) The Union may, from time to time, designate stewards and alternate stewards. The alternate xxxxxxx shall function as a xxxxxxx on those occasions when the regular xxxxxxx is absent, provided that the alternate xxxxxxx has advised the alternate xxxxxxx'x supervisor that the regular xxxxxxx is absent and the alternate xxxxxxx is assuming the regular xxxxxxx'x duties.
(b) The Union will furnish a written list to the Project Superintendent or designated representative showing the names of the Executive, the stewards and the alternate stewards and will keep the list current in writing. Only employees whose names appear on this list will be recognized by the Company.
(a) No person shall solicit membership in the Union or in any other labour organization or collect dues, initiation fees, fines or assessments for the Union or any other labour organization or engage in any Union or labour organization activity on Company time except to the extent expressly provided for in this Agreement and by the laws of this province.
(b) All persons selected by the Union to act as stewards, alternate stewards or to act on any committee set forth in this Agreement shall be regular, full-time employees of the Company, who have completed their probationary period.
(c) The Union may have the assistance of a representative of the National Union and/or an authorized agent of the local Union present at any meeting with the Company of the committees set forth in this article.
(d) No employee or employee representative shall leave the job for any purpose mentioned in this Agreement without first obtaining permission from his supervisor. Such permission shall not be unreasonably withheld.
