THE TARGET COMPANY. (a) No step has been taken, and no circumstance exists, for the winding up of the Target Company. (b) All the accounts, books, ledgers and financial and other material Records of any kind of the Target Company: (i) have been fully, properly and accurately kept and completed (ii) contain no material inaccuracies or discrepancies (iii) give a true and fair view of the financial, contractual and trading position of the Target Company, its plant and machinery, fixed and current assets and Liabilities (actual, prospective and contingent), debtors, creditors, work-in-progress and stock-in-trade, and (c) All statutory books and Records of the Target Company have been properly kept and are up to date with true, complete and accurate entries and records. (d) The Target Company: (i) has complied with all legal requirements for the filing of returns, particulars, notices and other documents with all government and regulatory authorities (including any relevant stock exchange) (ii) has complied with all legal requirements in relation to the conduct of its business, and has conducted its business and its affairs generally in accordance with all applicable laws, orders, regulations, by-laws and other requirements. MINMXT Holdings Pty Ltd A.C.N 135 131 627 (Vendor) Chanticleer Holdings, Inc (Purchaser) Hoot Parramatta Pty Ltd A.C.N 147 622 348 (Target Company) Contents
Appears in 1 contract
Sources: Share Purchase Agreement (Chanticleer Holdings, Inc.)
THE TARGET COMPANY. (a) No step has been taken, and no circumstance exists, for the winding up of the Target Company.
(b) All the accounts, books, ledgers and financial and other material Records of any kind of the Target Company:
(i) have been fully, properly and accurately kept and completed
(ii) contain no material inaccuracies or discrepancies
(iii) give a true and fair view of the financial, contractual and trading position of the Target Company, its plant and machinery, fixed and current assets and Liabilities (actual, prospective and contingent), debtors, creditors, work-in-progress and stock-in-trade, and
(c) All statutory books and Records of the Target Company have been properly kept and are up to date with true, complete and accurate entries and records.
(d) The Target Company:
(i) has complied with all legal requirements for the filing of returns, particulars, notices and other documents with all government and regulatory authorities (including any relevant stock exchange)
(ii) has complied with all legal requirements in relation to the conduct of its business, and has conducted its business and its affairs generally in accordance with all applicable laws, orders, regulations, by-laws and other requirements. MINMXT Holdings Pty Ltd A.C.N 135 131 627 (Vendor) Chanticleer Holdings, Inc (Purchaser) Hoot Parramatta Australia Pty Ltd A.C.N 147 622 348 168 687 189 (Target Company) Contents
Appears in 1 contract
Sources: Share Purchase Agreement (Chanticleer Holdings, Inc.)
THE TARGET COMPANY. (a) No step has been taken, and no circumstance exists, for the winding up of the Target Company.
(b) All the accounts, books, ledgers and financial and other material Records of any kind of the Target Company:
(i) have been fully, properly and accurately kept and completed
(ii) contain no material inaccuracies or discrepancies
(iii) give a true and fair view of the financial, contractual and trading position of the Target Company, its plant and machinery, fixed and current assets and Liabilities (actual, prospective and contingent), debtors, creditors, work-in-progress and stock-in-trade, and
(c) All statutory books and Records of the Target Company have been properly kept and are up to date with true, complete and accurate entries and records.
(d) The Target Company:
(i) has complied with all legal requirements for the filing of returns, particulars, notices and other documents with all government and regulatory authorities (including any relevant stock exchange)
(ii) has complied with all legal requirements in relation to the conduct of its business, and has conducted its business and its affairs generally in accordance with all applicable laws, orders, regulations, by-laws and other requirements. MINMXT Holdings Pty Ltd A.C.N 135 131 627 (Vendor) Chanticleer Holdings, Inc (Purchaser) Hoot Parramatta Penrith Pty Ltd A.C.N 147 622 348 839 790 (Target Company) Contents
1. Definitions and interpretation 4
2. Confidentiality 7
3. Agreement to sell and buy the Shares 8
4. Right of first offer 8 5. Conditions 10
Appears in 1 contract
Sources: Share Purchase Agreement (Chanticleer Holdings, Inc.)