Common use of Compliance; Liability Clause in Contracts

Compliance; Liability. (i) No liability has been or is expected to be incurred by Seller under or pursuant to Title I or IV of ERISA or the penalty, excise tax or joint and several liability provisions of the Code or ERISA relating to employee benefit plans and, to the knowledge of the Seller, no event, transaction or condition has occurred or exists that could result in any such liability to the Business or, following the Closing, Buyer or any such Employee Benefit Plan.

Appears in 6 contracts

Samples: Asset Purchase Agreement (Southern California Microwave Inc), Asset Purchase Agreement (California Microwave Inc), Asset Purchase Agreement (L 3 Communications Holdings Inc)

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Compliance; Liability. (iA) No liability has been or is reasonably expected to be incurred by Seller under or pursuant to Title I or IV of ERISA or the penalty, excise tax Tax or joint and several liability provisions of the Code or ERISA relating to employee benefit plans and, that is or would be material to the knowledge of the SellerCompany and its Subsidiaries, no event, transaction or condition has occurred or exists that could result in any such liability to the Business or, following the Closing, Buyer or any such Employee Benefit Plantaken as a whole.

Appears in 6 contracts

Samples: Investment Agreement (Millennium Pharmaceuticals Inc), Investment Agreement (Us Office Products Co), Investment Agreement (Millennium Pharmaceuticals Inc)

Compliance; Liability. (iA) No liability has been or is reasonably expected to be incurred by Seller under or pursuant to Title I or IV of ERISA or the penalty, excise tax Tax or joint and several liability provisions of the Code or ERISA relating to employee benefit plans and, that is or would be material to the knowledge of the Seller, no event, transaction or condition has occurred or exists that could result in any such liability to the Business Company or, following the Closing, Buyer or any such Employee Benefit Planto the Retained Companies in the aggregate.

Appears in 2 contracts

Samples: Investment Agreement (Cd&r Investment Associates Ii Inc), Investment Agreement (Us Office Products Co)

Compliance; Liability. (i) No liability has been or is expected to be incurred by Seller under or pursuant to Title I or IV of ERISA or the penalty, excise tax or joint and several liability provisions of the Code or ERISA relating to employee benefit plans Employee Benefit Plans and, to the knowledge of the Seller, no event, transaction or condition has occurred or exists that could result in any such liability to the Business or, following the Closing, Buyer or any such Employee Benefit Plan.

Appears in 1 contract

Samples: Asset Purchase Agreement (California Microwave Inc)

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Compliance; Liability. (iA) No liability has been or is reasonably expected to be incurred by Seller under or pursuant to Title I or IV of ERISA or the penalty, excise tax Tax or joint and several liability provisions of the Code or ERISA relating to employee benefit plans and, that is or would be material to the knowledge of the SellerCompany and its Subsidiary, no event, transaction or condition has occurred or exists that could result in any such liability to the Business or, following the Closing, Buyer or any such Employee Benefit Plantaken as a whole.

Appears in 1 contract

Samples: Stock Purchase Agreement (Curagen Corp)

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