Legacy Subsidiaries definition
Examples of Legacy Subsidiaries in a sentence
Legacy and the Legacy Subsidiaries each have duly and timely withheld, collected and paid over to the appropriate taxing authority all amounts required to be so withheld and paid under all applicable laws, and have duly and timely filed all Tax Returns with respect to such withheld Taxes, within the time prescribed under any applicable law.
Except as would not reasonably be likely, either individually or in the aggregate, to have a Material Adverse Effect on Legacy, to the Best Knowledge of Legacy, since January 1, 2016, no third party has gained unauthorized access to any information technology networks controlled by and material to the operation of the business of Legacy or the Legacy Subsidiaries.
Legacy and the Legacy Subsidiaries have declared on their Tax Returns all positions taken therein that could give rise to a substantial underpayment of United States Federal Income Tax within the meaning of Section 6662 of the Code (or any corresponding provision of state or local laws).
Legacy and the Legacy Subsidiaries have delivered to BHLB true and complete copies of all Income Tax Returns of Legacy and the Legacy Subsidiaries for taxable periods ending on or after December 31, 2007.
There shall have been no changes, other than changes contemplated by this Agreement, in the business, operations, condition (financial or otherwise), assets or liabilities of Legacy and the Legacy Subsidiaries (regardless of whether or not such events or changes are inconsistent with the representations and warranties given herein) that individually or in the aggregate has had or reasonably would be expected to have a Material Adverse Effect on Legacy.
Each of WPC, Legacy and LTH will, and Legacy will cause the Legacy Subsidiaries to, take all reasonable actions necessary to obtain (and will cooperate with each other in obtaining) any consent, authorization, order or approval of, or any exemption by, any Governmental Entity or other public or private third party, required to be obtained or made by WPC, Legacy or any of the Legacy Subsidiaries in connection with the Merger or the taking of any action contemplated thereby or by this Agreement.
The models that describe the mass transfer were the same used in DSPX (Eq.1.2 and 1.3).
To the Knowledge of Legacy and the Legacy Subsidiaries, prior to the period of (x) Legacy’s or any of the Legacy Subsidiaries’ ownership or operation of any of their respective current properties or (y) Legacy’s or any of the Legacy Subsidiaries’ participation in the management of any Legacy Loan Property, there was no material contamination by or release of Materials of Environmental Concern in, on, under or affecting such properties.
Neither Legacy nor any of the Legacy Subsidiaries has distributed stock of another Person, or has had its stock distributed by another Person, in a transaction that was purported or intended to be governed in whole or in part by Code § 355 or Code § 361.
Legacy and the Legacy Subsidiaries have timely paid or, prior to the Effective Time will pay, all Taxes, whether or not shown on such returns or reports, due or claimed to be due to any Governmental Entity prior to the Effective Time other than Taxes which are being contested in good faith.