Examples of Alloy Business in a sentence
Any software license costs specifically related to the Alloy Business or Merchandising Business shall be borne by the Alloy Group or the xXXxX*s Group, respectively.
All mail and other communications, including, without limitation faxes, emails and other forms of electronic communication (not including instant messages) received by xXXxX*s or any member of the xXXxX*s Group after the Distribution Date which relates solely to the Alloy Business shall be delivered daily by overnight delivery to Alloy.
Until the first day after the second anniversary of the Distribution, Alloy and xXXxX*s shall, respectively, continue the active conduct of the Alloy Business and the Merchandising Business as conducted immediately prior to the Distribution.
On or prior to the Distribution Date, Alloy and xXXxX*s shall have consummated those other transactions in connection with the Corporate Restructuring Transactions and the Spinoff that are contemplated by the Prospectus and not specifically referred to in Sections 2.1 through 2.6 and Sections 2.10 and 2.11 above or in the Ancillary Agreements; provided, however, that such other transactions do not, individually or in the aggregate, adversely affect the Alloy Business (other than to a de minimis extent).
As used in this Section, the term “Competitive Business” means, with respect to Alloy, the Merchandising Business, and means, with respect to xXXxX*s, the Alloy Business.
Globe or one of its Subsidiaries maintains insurance policies and fidelity bonds (including financial institutions bond, property and casualty insurance, professional liability insurance and workers’ compensation insurance) of the type and in amounts required for the prudent conduct of the Brazilian Business or the Alloy Business, as applicable.
Globe shall indemnify and hold harmless DCC and the Subject Entities (excluding for this purpose WV Alloys) against any costs or expenses incurred as a result of any obligations continuing post-Closing of the Brazilian Business or the Alloy Business to the entities that sold such businesses to Globe or its affiliates, except as set forth in Section 6.13 of the Disclosure Letter.
Set forth on Section 4.10(a)(ii) of the Disclosure Letter is a list of all employees of Globe, GMI or any of their Subsidiaries or affiliates who are primarily dedicated to the Alloy Business and/or the Brazilian Business (the “Employees”) (other than the Employees of the Subject Entities (other than WV Alloys) or the Employees of WV Alloys who are expected to be employees of Alloy JV pursuant to the Restructuring Transactions) and the name of their employer.
All material Permits currently held by any Subject Entity or their affiliates and related to the Alloy Business or the Brazilian Business pursuant to the Environmental Laws are identified in Section 4.16(a)(ii) of the Disclosure Letter.
Except for the representations and warranties contained in this ARTICLE IV, none of Globe nor any other Person makes any other express or implied representation or warranty with respect to the Globe, GMI, the Subject Entities, any of their respective Subsidiaries, the Alloy Business or the Brazilian Business.