Examples of Target Company Subsidiary in a sentence
All parties hereby acknowledge that for all warranties contained in Exhibit C, where there is an express or implied reference to the Target Company, that reference is to be construed as including a reference to the Target Company and/or the Target Company Subsidiary (subject to necessary adjustments as applicable), unless otherwise stipulated in the relevant Warranty.
The Parties acknowledge that at the Closing, neither any Target Company nor any Asset Seller shall own any Target Company Subsidiary.
The Sellers acknowledge and confirm that if the statement of facts is untrue or inaccurate in any aspect that may have a material adverse effect on the Purchaser, the Target Company, the Target Company Subsidiary or the Data Center (for the purpose of this provision, the definition applies to the Data Center and the Purchaser), the Sellers shall compensate the Purchaser for any loss suffered by the Purchaser.
The Sellers hereby represent and warrant that the Sellers are not be subject to any transactions (including without limitation to the transactions in relation to the Target Company, the Target Company Subsidiary or the Data Center) in relation to the Proposed Transaction with the Purchaser, including but not limited to the potential sale, transfer and/or financing arrangement, or any limitations in other agreements in relation to the Proposed Transaction.
The copy of the constitutional documents, memorandum and articles of association of each Target Company Subsidiary that is annexed to the Disclosure Letter is up to date, true and complete.
The employment contracts of all employees of the Target Company and its subsidiary shall have been terminated in accordance with the Applicable Law, and the Target Company and the Target Company Subsidiary shall have no employees.
The authorized and outstanding Capital Stock of each Target Company Subsidiary and each Target Joint Venture is as set forth in Section 4.4 of the Oxford Disclosure Letter.
Each Target Company Subsidiary is properly incorporated and validly existing under the laws of the jurisdiction of its incorporation.
The Sellers, the Target Company and the Target Company Subsidiary shall procure that the Purchaser, their agents and representatives are given full access to the assets, operation and books and records of the Target Company and the Target Company Subsidiary from the Signing Date of this Agreement to the Closing Date.
The Sellers, Target Company and Target Company Subsidiary shall provide such information regarding the businesses and affairs of the Target Companies as the Purchaser may require.