Examples of GREC Corp in a sentence
This Agreement shall be binding upon, and shall inure to the benefit of, the parties hereto and their respective successors and assigns, but this Agreement shall not be assignable by (i) GREC Corp without the prior written consent of the GREC LLC, or (ii) GREC LLC without the prior written consent of GREC Corp.
The issuance and delivery of the GREC Corp Common Stock in accordance with this Agreement, have been duly authorized by all necessary corporate action on the part of GREC Corp.
GREC Corp is a corporation duly incorporated and existing in good standing in the State of Maryland.
GREC LLC is an “accredited investor” as such term is defined in Rule 501 promulgated under the Securities Act, and GREC LLC is acquiring the GREC Corp Common Stock for investment, and not with a view to selling or otherwise distributing the GREC Corp Common Stock.
The GREC Corp Common Stock, when so issued and delivered in accordance with the provisions of this Agreement, will be duly authorized, validly issued, fully paid, and non-assessable.
This Agreement is a legally binding agreement of GREC Corp, enforceable against GREC Corp in accordance with its terms, except to the extent that enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance, or other similar laws affecting enforcement of creditors’ rights generally, and general principles of equity (regardless of whether enforcement is considered in a proceeding at law or in equity).
At the Closing, and effective as of the date hereof, the GREC Corp shall succeed to the rights and privileges of GREC LLC, and shall perform, or cause its subsidiaries to perform, at and after the date hereof, all contracts set forth on the Assigned Contracts Schedule hereto (the “Assigned Contracts”).
The Parties agree that the expenses of Xxxxxxxx Partners Ltd., Xxxxxxxx and Xxxxx LLP, Meridian Compensation Partners, LLC and Xxxxxxxxx & Co., LLC are expenses that are for the benefit of GREC LLC and its Affiliates and shall be paid by GREC Corp.
Subject to applicable provisions in the Agreement, nothing contained in this Section 11.2 shall limit the authority of the Board of Directors to take such other action as it deems necessary or advisable to protect the Company and the interests of its Members in avoiding GREC Corp being classified as a Closely Held C Corporation.
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