Examples of Computer Sciences GS Business in a sentence
Except as would not, individually or in the aggregate, constitute a Computer Sciences GS Material Adverse Effect: (a) the Computer Sciences GS Business is, and since the CSC Applicable Date has been, conducted in compliance with all applicable Laws; and (b) Computer Sciences GS and its Subsidiaries hold and are in compliance with all material Permits necessary to conduct the Computer Sciences GS Business as currently conducted.
Prior to the First Merger Effective Time, each of CSC, Computer Sciences GS and SRA shall exercise and be responsible for, consistent with the terms and conditions of this Agreement and applicable Law (including the HSR Act), complete control and supervision over their respective operations, including, in the case of CSC and Computer Sciences GS, complete control and supervision of all programs, employees, finances and policies of the Computer Sciences GS Business.
CSC and its Subsidiaries have all requisite corporate or limited liability power and authority to own, lease and operate their properties and assets that will be contributed to Computer Sciences GS and the Computer Sciences GS Subsidiaries pursuant to the Distribution Agreement and to carry on the Computer Sciences GS Business as it is now being conducted.
The Enumerated SRA Stockholders understand that nothing in this Agreement or any other materials presented by or on behalf of CSC, with respect to the Computer Sciences GS Business, Computer Sciences GS or any of the Computer Sciences GS Subsidiaries to the Enumerated SRA Stockholders in connection with the acquisition of Computer Sciences GS Common Stock constitutes legal, tax, accounting or investment advice.
Neither CSC nor any of its Subsidiaries shall have any Liabilities under (i) any Lease that expires or is subject to renewal on or after the Distribution Date, or (ii) any new lease executed by Computer Sciences GS or its Subsidiaries in connection with the Computer Sciences GS Business on or after the Distribution Date.
The Enumerated SRA Stockholders and their advisors, if any, have been afforded the opportunity to ask questions of, and the Enumerated SRA Stockholders and their advisors have received answers thereto satisfactory to the Enumerated SRA Stockholders from, CSC, Computer Sciences GS and its Subsidiaries relating to the Computer Sciences GS Business.
The Enumerated SRA Stockholders and their advisors, if any, have been furnished with all materials relating to the Computer Sciences GS Business, Computer Sciences GS and its Subsidiaries and materials relating to the issuance of Computer Sciences GS Common Stock that have been requested by the Enumerated SRA Stockholders.
CSC directly and indirectly through its Subsidiaries is engaged in the Computer Sciences GS Business (as such term, and each other capitalized term used herein and not defined, is defined in Article 1 and Section 11.12).
CSC and Computer Sciences GS have made available to SRA correct and complete copies of all material correspondence between the SEC, on the one hand, and Computer Sciences GS and any of its Subsidiaries, on the other hand, occurring since the CSC Applicable Date and prior to the date hereof and relating to the Computer Sciences GS Business (other than those that are publicly available).
At the conclusion of any Proceeding relating to Other Taxes, CSC and Computer Sciences GS shall reasonably cooperate with one another in a timely manner to determine the amount of any Other Taxes payable by CSC that are attributable to the Computer Sciences GS Business (and vice-versa) and Computer Sciences GS or CSC, as the case may be, shall pay such amount of Other Taxes to CSC or Computer Sciences GS, as the case may be.