Examples of OMS Holdings in a sentence
On June 25, 2014, OMS Holdings formed the Company as a limited liability company pursuant to the provisions of the Act by virtue of the filing of the Certificate of Formation with the Secretary of State of the State of Delaware.
Notwithstanding any other provision of this Article III to the contrary, this Section 3.10 contains the sole and exclusive representations and warranties of OMS Holdings and OMS with respect to matters arising under Environmental Law, including Hazardous Materials.
If any provision of the Agreement is rendered or declared illegal or unenforceable by reason of any existing or subsequently enacted legislation or by decree of a court of last resort, OMS Holdings and OMP shall promptly meet and negotiate substitute provisions for those rendered or declared illegal or unenforceable, but all of the remaining provisions of this Agreement shall remain in full force and effect.
If required by Applicable Law, OMS Holdings and OMP shall, and shall cause their respective Affiliates to, join in the execution of any such Tax Returns and other documentation.
Except as set forth in this Article III, none of OMS Holdings, OMS or their respective Affiliates makes any other representations or warranties.
All books and records maintained by, or made available to, OMS Holdings or OMS with respect to the DevCos and the Subject Interests made available for inspection by OMP, the Conflicts Committee or their advisors have been accurate in all material respects.
None of OMS Holdings or its Affiliates has entered (directly or indirectly) into any agreement with any Person that would obligate OMP or any of its Affiliates, or either DevCo, to pay any commission, brokerage or “finder’s fee” or other similar fee in connection with this Agreement or the Assignment Agreement or the transactions contemplated hereby or thereby.
All material insurance policies that each DevCo holds or OMS Holdings or OMS hold with respect to either DevCo and the Subject Interests, whether OMS Holdings, OMS or either DevCo is the beneficiary, are in full force and effect, all premiums due and payable under such policies have been paid, and neither OMS Holdings nor OMS nor any DevCo has received written notice of any pending or threatened termination of, or indication of an intention not to renew, such policies.
OMS Holdings shall be the sole member of the Company, and all of the membership interests in the Company shall be held by OMS Holdings.
The financial projections provided by OMS and/or OMS Holdings to the Conflicts Committee and its advisors in connection with the evaluation of this Agreement and the Transaction (the “Projections”) have been prepared in good faith and are based on reasonable assumptions.