Examples of Acquired Group Companies in a sentence
Except as set forth in Section 3.5(a) of the Disclosure Schedule, none of the Material Group Companies and, to the Knowledge of the Seller Parties, none of the Recently Acquired Group Companies has made any changes in its accounting methods or principles since the Balance Sheet Date.
None of the Material Group Companies and, to the Knowledge of the Seller Parties, the Recently Acquired Group Companies is in violation of any of the provisions of its certificate of incorporation, bylaws or comparable organizational documents.
The Acquired Group Companies have good and valid title to all owned material tangible personal property and intangible assets, in each case free and clear of all Encumbrances other than Permitted Encumbrances, except for properties and assets sold or otherwise disposed of in the ordinary course of business.
For any Pre-Closing Occurrences, from and after the Closing, Seller will direct such carriers to provide the Acquired Group Companies with access to the Retained Policies and shall reasonably cooperate with Buyer and the Acquired Group Companies and take commercially reasonable actions as may be necessary or advisable to assist the Acquired Group Companies in submitting, and to provide support with respect to, such claims to which such policies are responsive.
Accordingly, the Acquired Group Companies shall not have access to any such communications or to the files of Seller’s Counsel relating to such engagement from and after the Closing, and no actions taken by Seller or any of its Affiliates or Representatives to retain, remove or otherwise protect such communications will be deemed a breach or violation of this Agreement.
The Acquired Group Companies and the Asset Selling Entities, collectively have all material Permits required to own the Transferred Assets or to operate the Business (the “Business Permits”), except where the failure to possess such Business Permits has not been or would not reasonably be expected to be, individually or in the aggregate, material to the Business, taken as a whole.
A type t can be visualized by its values for the two bundles, as shown in Figure 2, (a).
Seller shall obtain from its Affiliates (other than the Acquired Group Companies) the rights necessary to, or shall cause such Affiliates to, effectuate the foregoing.
All intercompany trade accounts receivable and intercompany accounts trade payable between the Acquired Group Companies are settled in cash on customary trade terms.
Except as otherwise provided in Schedule 7.8, Purchaser shall not make, and shall cause its Affiliates (including, after the Closing, the Acquired Group Companies) not to make, any Tax election with respect to any Acquired Group Company, which election would be effective or have effect on or prior to the Closing Date (including any election under Section 338(g) of the Code or any analogous U.S. state or local Tax Law).