Acquisition Targets definition
Examples of Acquisition Targets in a sentence
Each of the Acquisition Targets is a limited liability company or corporation, as applicable, duly organized, validly existing and in good standing under the Laws of the state of its formation or incorporation, as applicable.
Except as set forth in Section 4.28(l)(i) of the Company Disclosure Schedules, none of the Acquisition Targets has received any written notice of any material inquiry, investigation, violation or alleged violation of any applicable Law or Governmental Order.
The Executive acknowledges that, given her position and functions with the Company and her privileged relationships with the Company’s customers, suppliers, employees and Acquisition Targets, she would have an unfair advantage and be in a position to cause serious and irreparable harm to the Company in the event she were to interfere with the Company’s relationship with its Acquisition Targets, customers, suppliers or employees.
The representations and warranties set forth in this Section 4.28 relate solely to the Acquisition Targets.
Except as set forth in Section 4.28(m) of the Company Disclosure Schedules, the Acquisition Targets are, and have been, in compliance in all material respects with all Environmental Laws.
With respect to each Acquisition Target Lease: (i) the Acquisition Target Lease is legal, valid, binding, enforceable and in full force and effect; (ii) none of the Acquisition Targets or, to the Company’s Knowledge, any other party to the Acquisition Target Lease is in breach or default thereunder; and (iii) none of Acquisition Targets has assigned, transferred, conveyed, mortgaged, deeded in trust or encumbered any interest in the Acquisition Target Lease.
Seller’s performance of its obligations set forth in this Section 9.7 and the payment of Buyer’s damages for any breach of this Section 9.7 by Buyer shall be secured by Seller’s grant of a security interest in the Acquisition Targets pursuant to a security agreement, in the form attached hereto as Exhibit F (the “ROFN Security Agreement”).
None of the Acquisition Targets or, to the Company’s Knowledge, any other party thereto is in material breach of or default under (or, to the Company’s Knowledge, is alleged to be in material breach of or default under), or has provided or received any notice of any intention to terminate, any Acquisition Target Material Contract.
The Executive acknowledges that, given his position and functions with the Company and his privileged relationships with the Company’s customers, suppliers, employees and Acquisition Targets, he would have an unfair advantage and be in a position to cause serious and irreparable harm to the Company in the event he were to interfere with the Company’s relationship with its Acquisition Targets, customers, suppliers or employees.
The Acquisition Targets have not received, from any Person, any: (i) Environmental Notice or Environmental Claim; or (ii) written request for information pursuant to Environmental Law, which, in each case, either remains pending or unresolved, or is the source of ongoing obligations or requirements as of the Closing Date.