Examples of Arch Business in a sentence
Each Arch Entity has all requisite corporate or other power and authority to own or lease and to operate its assets and to conduct the Arch Business now being or to be conducted by it at the time of the Closing.
No Assumed Arch Benefit Plan provides, and neither Arch nor any ERISA Affiliate of Arch is otherwise obligated to provide, any amount constituting an excess parachute payment (as defined in Section 280G of the Code) with respect to any Arch Business Employee that will become a liability of the JV Entities.
Prior to the Closing, subject to applicable Laws, the Parties agree to cooperate in good faith to take such steps as may be reasonably necessary or advisable so that the JV Company shall be in a position to seamlessly begin operating the Peabody Business and the Arch Business immediately after the Closing.
In furtherance of the foregoing, the Parties shall, as soon as reasonably practicable after the date of this Agreement, (a) identify any federal coal leases (or applications therefor) held by Arch and its Affiliates for land located in the State of Wyoming which is not used in the operation or conduct of the Arch Business as presently conducted (or as proposed by either Party to be conducted) and (b) amend Schedule 2.5(e) to add such federal coal leases (or applications therefor).
Arch is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware and has all requisite corporate power and authority under applicable Law and its Charter Documents to own or lease and to operate its assets and to conduct or cause to be conducted the Arch Business as it is now being conducted by Arch.
From the date hereof until the Closing, each Party shall, and shall cause its Affiliates and its and their respective Representatives to, keep confidential and not disclose to any other Person, or use for their own benefit or the benefit of any other Person, any confidential and non-public information to the extent relating to the Peabody Business or the Arch Business, as the case may be, in accordance with the provisions of the Confidentiality Agreement.
Arch and all ERISA Affiliates of Arch have complied with the requirements of Sections 4980B and 4980D of the Code with respect to Arch Business Employees and former employees of the Arch Transferred Subsidiaries.
The Arch Financial Statements have been prepared in accordance with GAAP (subject to the assumptions set forth therein) and fairly represent in all material respects the combined financial position, assets and liabilities and results of operations of the Arch Business, as of the respective dates and for the respective periods indicated therein (subject to the assumptions set forth therein, the absence of notes and normal year-end adjustments).
PAE also agrees that following the Closing Date, PAE will develop and deliver to Fremantle a written business plan for the exploitation and distribution of the assets, business and undertaking comprising the Pre-Existing Peace Arch Business the implementation of which shall be subject to Fremantle’s approval.
There is no pending Order of any Governmental Authority against or binding upon any of the Arch Contributed Assets or Arch or any of its Affiliates to the extent relating to the Arch Business.