Outsourcing Business definition
Examples of Outsourcing Business in a sentence
To the best of Seller’s knowledge, all material technical information developed by and belonging to Seller relating to the Outsourcing Business that has not been patented has been kept confidential.
Seller has properly and timely filed all federal, state, local and foreign tax returns and tax reports required to be filed by it related to the operation of the Outsourcing Business, all such returns and reports are true, correct and complete, and all taxes, assessments, fees and other governmental charges due from Seller, has been fully paid or, if not yet due, will be timely paid.
Seller is not in default with respect to any governmental order, writ, judgment, injunction or decree known to or served upon the Outsourcing Business of any court or of any governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign.
Seller has valid and marketable title to all of the Purchase Assets free of any liens charges or encumbrances of any kind whatsoever, except such encumbrances and liens that arise in the ordinary course of business and do not materially impair Seller’s ownership or use of such property or assets of the Outsourcing Business.
The Company conducts no, and has not since July 1, 2011 (before which date, the Company operated in the clearing business), conducted any, business other than the maintenance of dormant legacy Customer accounts, and except, until immediately prior to the Pre-Transaction Transfers, the Outsourcing Business.
No audit of Seller relating to the Outsourcing Business has been conducted by any taxing authority within the last five years or otherwise with respect to any tax year for which assessment is not barred by any applicable statute of limitations, and Seller has not received notice of any such audit or assessment.
There is no action or suit by Seller relating to the Outsourcing Business, pending or threatened against others.
The Unaudited Financial Statements shall in all material respects present fairly the financial position and results of operations of the Outsourcing Business as of and for the dates and periods presented therein and shall have been prepared in conformity with Japanese GAAP as historically applied the twelve (12) months prior to Closing by Seller.
Seller has no material obligation to compensate any person for the use of any Outsourcing Business Intellectual Property nor has Seller granted to any person any license or other rights to use in any manner any Outsourcing Business Intellectual Property.
President Outsourcing Business Group By: -------------------------- Name: Thom▇▇ ▇.