Annex 6 Sample Clauses
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Annex 6. 1 is a complete and accurate list of all tangible and movable assets (roerende zaken) owned by the Company or any Subsidiary (“Assets”). Neither the Company nor the Subsidiary owns any real property (onroerende zaak). The Assets are free and clear of any Encumbrance, including but not limited to any priority or pre-emptive right or any purchase or option agreement. The title to the Assets has only been retained by third parties to the extent that any reservation of title (eigendomsvoorbehoud) has been agreed upon between the Company or any of the Subsidiaries and the relevant supplier in the ordinary course of business. The Assets are in good repair and condition, in satisfactory working order and fit for the purpose for which they are currently used, normal wear and tear excepted.
Annex 6. 16 hereto lists each ------------ Subsidiary of Holdings and of the Borrower (and the direct and indirect ownership interest of Holdings therein), in each case existing on the Amended and Restated Credit Agreement Effective Date. Holdings and the Borrower will at all times own directly or indirectly the percentages specified in said Annex 6.16 of the outstanding capital stock of all of said entities except to the extent otherwise permitted pursuant to Section 8.2.
Annex 6. Test method for determining reflectivity
Annex 6. 11.2 contains a complete list of the real estate properties owned or used by the Company (“Real Properties”). The Company has valid title to the Real Properties and such title is not subject to any Encumbrance. The Company does not lease – as landlord or tenant – any real estate properties.
Annex 6. 11.3 contains a complete list of the plant and machineries and equipment owned, leased – or otherwise used – by the Company; the relevant lease agreements and other contractual relationships through which the Company has title to use the above assets are in full force and effect and have been executed at arm’s length. The plant and machineries and equipment are in normal operating conditions and are transferred on an as-is basis (“visti e piaciuti”).The Purchaser expressly declares to have verified their status of wear and tear and expressly acknowledges and accepts the above.
Annex 6. Centre of reference Annex 7 Voltage markings 58 Annex 8 Minimum requirements for conformity of production control procedures
Annex 6. 2.6(b) (Key Employees) contains, as of the Announcement Date, a true and correct list of all employees and managing directors of the Group Companies who form part of the so-called European Leadership Team (such employees collectively the Key Employees and each a Key Employee). Except as set forth in Annex 6.2.6(b) (Key Employees), as of the Announcement Date, none of the Key Employees has given notice of termination of his or her employment or is under notice of dismissal or had his or her employment terminated without notice. To the Seller’s Knowledge, no Key Employee communicated in writing his or her intention to terminate his or her employment relationship.
Annex 6. 14.1 contains a true, complete and accurate list, to the extent they are in force (in total or in part) as of the date hereof, of the following written contracts (“Material Contracts”):
(a) any contract entered into by the Company materially restricting the Company from engaging in any line of business or limiting the freedom of the Company to compete in any line of business operated by it in any geographic area or requiring it to share any profits derived from the business;
(b) any joint venture, consortium (excluding consortia mandatorily provided for by the Law), European economic interest grouping, partnership, “associazione in partecipazione” agreement, as well as other equivalent legal cooperation forms provided for under the applicable Laws of the relevant jurisdiction binding the Company;
(c) any contract entered into by the Company which imposes commitments on the Company for future monetary obligations by the Company;
(d) any contract that contains a commitment by the Company for capital expenditures;
(e) any lease agreement entered into by the Company;
(f) any loan agreement and credit agreement whereby the Company has borrowed (or undertaken, or been allowed, to borrow) money; and
(g) any contract whereby an employee of the Company has undertaken not to perform any business activity that is in competition with the Company. Annex 6.14.1 includes the monthly compensation paid to each employee for such non-competition obligation.
Annex 6. Common Software that must be supported
Annex 6. References The reference list, in alphabetical order following the format given below, should contain only the key documents referred to in the International Species Management Plan text, not general literature on the species. Titles of journals should be given in full. Ideally, information from peer-reviewed sources should be preferred over “grey literature” and personal contributions or comments. This will enhance the credibility and objectivity of the Management Plan. However, not all information needed for Management Plans is officially published. In such cases compilers should judge the available information carefully and responsibly and clearly indicate that the sources used are such in the Management Plan text itself. Much valuable information is, for example, now available through the National Reports provided by Range States to meetings of the various AEWA International Single Species Working Groups.