Examples of Radiancy Group in a sentence
No default or event of default by any of the Radiancy Group or by DSKX shall have occurred and or is continuing under any material contract or agreement to such Person is a Party and which could reasonably be expected to have a Material Adverse Effect.
Copies of resolutions of the board of directors or comparable managing body of the each of DSKX and PHMD and its relevant Radiancy Group approving and adopting this Agreement, all Exhibits hereto and the Investor Rights Agreement and authorizing execution and delivery thereof, certified by an officer of such Party or Parties as of the Closing Date to be true and correct and in force and effect as of such date.
The DSKX, PHMD and the Radiancy Group shall have complied with all conditions, covenants and agreements on their part to be complied with or performed under this Agreement.
Except as set forth on Section 4.19 of the DSKX Disclosure Schedule, no DSKX Group member has any liability or obligation to pay any fees or commissions to any broker, finder or agent with respect to the transactions contemplated by this Agreement for which PHMD or any Radiancy Group Member could become liable or obligated.
Surviving Corporation acknowledges that the Radiancy Group and their Affiliates have not taken, and do not intend to take, any action required to comply with any applicable bulk sale or bulk transfer laws or similar laws and hereby waives compliance therewith; it being understood that any liabilities arising out of the failure of the Company to comply with the requirements and provisions of any such Laws in any jurisdiction shall not limit Merger Sub’s rights under Section 7.2.
Each of PHMD and the Radiancy Group has all necessary corporate power and authority to enter into, deliver and carry out its obligations pursuant to this Agreement and the Transaction Documents to which it is or will be a Party.
Each member of the Radiancy Group, as the case may be, has all necessary power and authority to operate the applicable portion of the Radiancy Business as currently conducted by it and to own and use the properties owned and used by it.
The Radiancy Group have made all material filings with Governmental Entities necessary to conduct and operate the Radiancy Business as currently conducted or operated and, with respect to the Radiancy Foreign Subsidiaries, to permit the Radiancy Foreign Subsidiaries to own or use their assets in the manner in which such assets are currently owned or used.
If to the Company or any member of the Radiancy Group to: PhotoMedex, Inc.
Without duplication for amounts otherwise paid under Section 6.1(a) or Section 7.2, DSKX, on behalf of the Radiancy Group, shall pay all Taxes shown due and payable on such Tax Returns.