Examples of UK Subsidiaries in a sentence
If the transfer of Sellers’ Equity Interests in the Promark UK Subsidiaries is postponed pursuant to this Section 6.34, then (a) Sellers and Purchaser shall effectuate the transfer of Sellers’ Equity Interests in the Promark UK Subsidiaries no later than five (5) Business Days following the date that the FSA Approval is obtained and (b) Sellers shall enter into a transitional services agreement with Promark Global Advisors, Inc.
Prior to transferring, destroying or discarding any Tax Returns, schedules and work papers, records and other documents in his, her or its possession relating to the respective Tax matters of the Mission Companies or the Mission UK Subsidiaries for any taxable period beginning before the Closing Date, Xxxxxx, Xxxxx or Buyer (as the case may be) shall provide the other parties hereto with reasonable written notice and offer such other parties the opportunity to take custody of such materials.
Each Seller agrees that Buyer is to have no liability for any Tax resulting from any action of such Seller, Mission US, Mission UK, any Affiliate thereof (including any Mission UK Subsidiary) or any of their respective Representatives, and such Seller agrees to indemnify and hold harmless Buyer and each of the Mission Companies and Mission UK Subsidiaries from and against any such Tax or reduction of any Tax asset.
All statutory books and registers (including the register of people with significant influence or control) of Mission UK and the Mission UK Subsidiaries: (i) have been properly kept in accordance with all applicable laws; (ii) are correctly written up to date; and (iii) contain a true, complete and accurate record of all matter and information which should be contained in them; and (iv) no notice or allegation has been received that any such registers or books are incorrect or should be rectified.
All returns, particulars, resolutions and other documents that Mission UK and the Mission UK Subsidiaries are required by law to file with, or deliver to, any authority in any jurisdiction (including, in particular, the Registrar of Companies in England and Wales) have been correctly made up and duly filed or delivered.