CAM Business definition
Examples of CAM Business in a sentence
Each CAM Balance Sheet presents fairly in all material respects the financial position of the CAM Business as of the date thereof, and each CAM Income Statement presents fairly in all material respects the results of operations of the CAM Business for the period indicated therein.
To the Knowledge of Citigroup, the CAM Business as currently conducted does not infringe, misappropriate, dilute or otherwise violate any third party’s Intellectual Property rights.
Since January 1, 2002, the CAM Business has been operated in compliance in all material respects with all applicable Environmental Laws and Permits required thereunder.
Citigroup has made available to ▇▇▇▇ ▇▇▇▇▇ complete and correct copies of (i) all such material Filings, (ii) all audit or inspection reports provided by any Governmental Authority in respect of the CAM Business and all written responses thereto made by the Citigroup Sellers or the CAM Subsidiaries since January 1, 2002 and (iii) all non-routine correspondence relating to any investigation of the CAM Business with any Governmental Authority since January 1, 2002.
Except for liabilities or obligations (a) arising under this Agreement, (b) reflected, accrued or reserved against in the CAM Base Balance Sheet or (c) incurred in the ordinary course of business consistent with past practice since March 31, 2005, there are no undisclosed liabilities or obligations of the CAM Business of a nature that, individually or in the aggregate, would reasonably be expected to have a CAM Material Adverse Effect.
Citigroup agrees to consult in a reasonable and timely manner with ▇▇▇▇ ▇▇▇▇▇ in respect of the amount of any prior bonuses and annual bonuses payable to U.S. CAM Business Employees who are reasonably expected to become CAM Continuing Business Employees for the bonus year, if any, of the CAM Subsidiaries that ends after the date of this Agreement but prior to the Closing Date.
Neither the Citigroup Sellers nor any CAM Subsidiary is a party to, or otherwise bound by, any consent decree with, or citation by, any Governmental Authority relating to employees or employment practices with respect to the CAM Business Employees.
No CAM Subsidiary is a party to, bound by, or in the process of negotiating a collective bargaining agreement or other agreement with a labor union or labor organization covering any of the CAM Business Employees.
Each such registration or license is in full force and effect, except where the failure to be so licensed or registered, individually or in the aggregate, would not reasonably be expected to have an adverse impact on the CAM Business in any material respect.
From the Closing Date through the first anniversary of the Closing Date, ▇▇▇▇ ▇▇▇▇▇ shall provide, or shall cause to be provided, to each Non-U.S. CAM Business Employee who is also a CAM Continuing Business Employee, base pay and benefits that are no less favorable than those provided to such Non-U.S. CAM Business Employee immediately prior to the Closing Date.