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 shall pay or reimburse Purchaser or the Acquired Company Entities for, as applicable, all Taxes related to a Pass-Through Tax Return imposed on the Acquired Company Entities in respect of any period through the Closing Date, and all income Taxes imposed on the Acquired Company Entities in respect of any period through the Closing Equity Value Date.

• If Sellers’ Representative does not receive from Purchaser the Tax Return Objection within such fifteen (15) day period, the Pass-Through Tax Return and Tax Distribution Adjustment shall be deemed to have been accepted by Purchaser and shall become binding upon Purchaser, Sellers, and the Acquired Company Entities.

• This is in addition to any consent or waiver provided prior to Closing to the Existing Counsel by the Acquired Company Entities or its Affiliates.

• While any Seller or its Affiliate remains obligated for any Performance Assurance Instruments, Purchaser agrees to indemnify and hold Sellers harmless against any Losses incurred by Sellers under such Performance Assurance Instruments due to any action or inaction on the part of Purchaser or the Acquired Company Entities in respect of such Performance Assurance Instruments or the projects such instruments support.

• 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.

• Moreover, Purchaser and the Acquired Company Entities (each for itself and on behalf of its Affiliates) agree and covenant not to seek to disqualify the Existing Counsel from Disputes.

• Except as otherwise described on Schedule 3.21, none of the Acquired Company Entities or any of their respective predecessors or Affiliates has treated, stored, disposed of, arranged for or permitted the disposal of, transported, handled, released, or exposed any Person to, or owned or operated any property or facility contaminated by, any Hazardous Material, in each case as has given or as would give rise to any material liabilities pursuant to any Environmental Laws.

• Except as otherwise described on Schedule 3.21, since January 1, 2008 (a) each of the Acquired Company Entities has been in material compliance with, and is currently in compliance with, all Environmental Laws and (b) each of the Acquired Company Entities has obtained, maintained, been in material compliance with, and is in compliance with, all Permits required pursuant to Environmental Laws.

• The Acquired Company Entities have established and maintain adequate internal controls for compliance with its Government Contracts.

• Sellers and the Acquired Company Entities have furnished to Purchaser all environmental audits, reports and other material environmental, health or safety documents relating to the Acquired Company Entities and their respective predecessors and Affiliates, or relating to their past or current properties, facilities, or operations, in each case that are in their custody or under their reasonable control.