Acquired Company Entities definition

Acquired Company Entities means the Acquired Companies, together with all of their respective Subsidiaries after giving effect to the Reorganization.

Acquired Company Entities means the Company, Ambercare Home Health Care Corporation, a New Mexico corporation, and Ambercare Hospice, Inc., a New Mexico corporation.

Acquired Company Entities means the Acquired Companies and each of their Subsidiaries.

Examples of Acquired Company Entities in a sentence

• Sellers hereby consent to the reasonable use of the Acquired Companies’ logos in connection with the Debt Financing; provided that such logos are used solely in a manner that is not intended to or reasonably likely to harm or disparage the Acquired Company Entities or the reputation or goodwill of the Acquired Company Entities or their respective trademarks, products, services, offerings or Intellectual Property rights.

• Except as disclosed on Schedule 3.13(b) and items of equipment used for spare parts, each item of tangiblepersonal property of the Acquired Company Entities with a replacement value in excess of $25,000 is in sufficient operating condition and repair, ordinary wear and tear excepted, and is available for immediate use in the Ordinary Course of Business, except for those items being serviced in the Ordinary Course of Business.

• Each Seller, Purchaser, and the Acquired Company Entities represent that they have not made any assignment or transfer of any Claim or other matter covered by this paragraph.

• No federal, state, local or non-U.S. Tax audits or administrative or judicial Tax proceedings are pending or being conducted with respect to the Acquired Company Entities.

• None of the Acquired Company Entities or any of their respective predecessors or Affiliates has designed, manufactured, sold, marketed, installed, repaired or distributed products or other items containing Hazardous Materials (including asbestos), in each case as has given or as would give rise to any material liabilities pursuant to any Environmental Laws.

• Except as set forth on Schedule 3.13(c), the Acquired Company Entities own or lease under valid leases allmachinery, equipment and other assets (tangible and intangible) necessary and sufficient for the conduct of their businesses as currently conducted.

• The machinery, equipment and other tangible assets of the Acquired Company Entities and the state of maintenance thereof are in material compliance with all applicable statutes, ordinances, rules and regulations.

• Except as otherwise described on Schedule 3.21, none of the Acquired Company Entities is subject to any pending, or, to the Knowledge of the Acquired Company Entities, threatened Action relating to or arising under any Environmental Laws.

• Except as set forth on Schedule 3.20(e)(ii), there is no unfunded liability of any Acquired Company Entities related to any Employee Benefit Plan which is not reflected on the Latest Balance Sheet.

• The consultation plan included a wide range of qualitative and quantitative activities aimed at ensuring the process was accessible and gave the population and stakeholders the opportunity to participate.