REMEDIES FOR BREACH OF SECTIONS 10 & 11. Geotec is a corporation duly organized, validly existing and in good standing under the laws of the State of Florida. For further details of Hogan Lovells Solutions Limited and the international legal practice that comprises Hogan Lovells International LLP, Hogan Lovells US LLP and their affiliated businesses ("Hogan Lovells"), please see our Legal Notices page. § 2.04. Operating Agreement means, as to each Project the standard form operating and management agreement in substantially the same form as set forth on Exhibit A attached hereto, to be entered into between each Project Company and the Operator for management and operating services for the Project, and any amendments thereto and any successor or replacement agreements thereof. Venue for any arbitration between the Parties shall be had and is mandatory in West Palm Beach, Palm Beach County, Florida to the exclusion of all other places of venue, for all matters that arise under this Agreement. This is a flexible setup where the joint venture itself is governed by the partnership agreement drawn up by the partners, and is not restrained by rigid requirements. GreenCoal and Geotec acknowledge that the acquisition of additional working capital will be necessary for Ecotec to sustain coal processing operations at each Facility. Termination of Joint Venture. Sale of Process Coal. In the performance of such duties, the Operator shall, among other things, develop business, operating and management plans and programs, formulate policies and objectives and assist the Project Company in carrying out such plans, programs and policies. The production schedule and anticipated Revenue shall be based upon the assumptions as outlined in the Ecotec production model created by Foss & Company and the law firm of Winthrop & Weinstine, P.A. All books and records shall be available upon demand to Geotec, GEM, Ecotec, GreenCoal and any third parties to this agreement. § 2.02. Services Agreement means any agreement or arrangement, other than an Operating Agreement or this Agreement, for the provision of services with relation to operations of a Facility, and any amendments thereto and any successor or replacement agreements thereof. Section 45 Tax Credits means the tax credits provided by Section 45 of the Code for solid synthetic fuel produced from Feedstock and constituting Refined Coal. Project Operating Expenses means, in respect to a Project, all Expenses incurred in the operation of the Project. GreenCoal agrees that the Initial Operating Capital will be allocated to Ecotec to facilitate the purchase of one or more Sites as well as Feedstock. Sample of development joint venture agreement between owner of land and developer 1. REPRESENTATIONS AND WARRANTIES OF GreenCoal. The Parties acknowledge and agree that the Initial Operating Capital identified in this Agreement and included within their joint venture shall not be construed as a security as such term is defined under state and federal laws. No, it is effective from 01.04.2018 onwards. LCGT FOR BOTH BUILDING AND UNDIVIDED SHARE OF LAND IN TRANSFER?? § 14.03. § 15.04. Geotec and GreenCoal will each use their best efforts to cause the satisfaction of the conditions precedent contained in this Agreement; provided, however, that nothing contained in this § 13.10 shall obligate any Party hereto to waive any right or condition under this Agreement. § 13.01. Approvals of GreenCoal; Binding Effect. Feedstock means gob, culm, lignite, or other lower grade or dirty coals, or high carbon fly ash, any other substance recovered from a Site that creates Revenue or otherwise generates cash, or cash equivalents from sale or assignment and is processed by the Facility in order to make Product. All Rights Reserved. The Operator will maintain in good order the books of account, ledgers, and records of the Project Company and shall perform all day-to-day accounting functions of the Project necessary for the conduct of its business including, without limitation, matters related to paying and receiving, billing, reserve estimates, payroll and tax return preparation, contract coordination and administration of employee benefit plans. © 2020 Hogan Lovells. THIS MASTER JOINT VENTURE AGREEMENT (Agreement) is made by and between Geotec, Inc. (Geotec), a Florida corporation maintaining its principal business address at 110 E. Atlantic Ave., Suite 200, Delray Beach, Florida 33444 and GreenCoal, LLC (GreenCoal), an Illinois limited liability company that maintains its principal place of business at 257 West Lincoln Avenue, Lewistown, Illinois 61542, and is effective as of the last date of execution set forth below. Acquisition of Sites; Construction of Facility. The Operator may require a deposit equal to one Months Expenses for the Project and will administer the Project Contracts and collect all Revenues on behalf of Ecotec and pay all Expenses on behalf of the Project Company as directed by Ecotec; provided that in no event will the Operator be required to pay any Expenses with its own funds. Except for required permits and environmental bond, no consent, approval or authorization of, or registration, qualification or filing with, any governmental agency or authority is required for the execution, delivery and performance of this Agreement by Geotec or for the consummation by Geotec of the transactions contemplated hereby or thereby. Arbitration. Organization of GreenCoal; Authority. Rule 8D cannot exceed Exempt Income, Incorporation of Non Profit Company: Formation of Companies with Charitable Objects, Section 194BB – TDS on Winning from Horse Races, Reversal of ITC after legal availment under GST, SEBI relaxes requirement of Testing of software related to Trading, Stay Applications under the Income Tax Act, 1961, Restrictions on Cash Transactions of Rs. IRS means the Internal Revenue Service or its successor. Without limiting the generality of the foregoing, the Operator shall prepare all requisite accounting reports and interim financial statements of the Project Company, including balance sheets, income statements and statements of cash flows, and shall assist the Project Company in selecting an independent public accounting firm for the purpose of conducting annual financial audit reviews of the Project Company and shall aid in coordinating such audits. No consent, approval or authorization of, or registration, qualification or filing with, any governmental agency or authority is required for the execution and delivery of this Agreement by GreenCoal or for the consummation by GreenCoal of the transactions contemplated hereby or thereby. § 3.03. A joint venture agreement is an agreement between two or more individuals or companies, usually entered into with a specific goal in mind. Here are some of the essentials of a Joint Development Agreement. if new rule is not applicable prior to 1-4-2018 what is LCGT to be taxed if apartments came to his share are not sold by the land owner after receiving completion certificate on 16-11-2019 by the competent authority i.e. Sample of Development Agreement between Owner of Land and Developer Aggregated and Prepared by: www.nirrtigo.com Green Realtech Projects Pvt. Joint Venture Agreement (Type 1) Basically, this is when two separate parties agree to work on a single business project or business activity. Upon recovery by GreenCoal, Geotec or a third party of the Initial Operating Capital relative to a Site, Net Profits from Joint Venture operations at such Site shall be equally divided between GreenCoal, Geotec and/or a third party.
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