Coil Company definition
Examples of Coil Company in a sentence
No representation or warranty as to environmental matters is made in respect of Coil Company or Glasmex.
Buyer acknowledges that such liabilities as to such employees of Glasmex were not and will not be discharged in connection with their transfer of employment to Coil Company.
Buyer shall prepare or cause to be prepared all returns and reports of Coil Company the due date for which (taking into account extensions of time for filing) is after the Closing Date, and except as otherwise provided in this Section 8.10, shall pay or cause to be paid all Taxes required to be shown on such returns or reports as due.
By virtue of acquiring the stock of Coil Company and, if applicable pursuant to Section 3.3 of Glasmex, Buyer automatically assumes all liabilities of the Employee Benefit Arrangements as to Business Employees of the Mexico Business.
If any such returns or reports prepared by Seller cover a period that includes the Closing Date (an "Overlap Period"), Seller will pay to Buyer an amount equal to the Tax liability of Coil Company (or Glasmex, if applicable) that would have resulted had the Overlap Period ended on the Closing Date, computed in a manner consistent with prior periods.
Sellers, at their own expense, shall cooperate with Buyer with respect to the cure of any deficiencies concerning Coil Company disclosed on Schedule 5.4 if reasonably requested by Buyer, but any out-of-pocket costs of the cure of such deficiencies shall be at Buyer's expense.
Schedule 4.5 sets forth all such contracts (as such term is defined in the definition of Contract) to which either Coil Company or Glasmex is a party.
Buyer automatically assumes all comparable liabilities under Mexican law by acquiring the stock of Coil Company and, if applicable pursuant to Section 3.3, of Glasmex.
The names of the last known owners of the additional outstanding shares of the stock of Coil Company are listed on Schedule 4.4.
Except as disclosed on Schedule 4.5, to the Knowledge of Sellers, each Contract (or contract) listed on Schedule 4.5 is valid, binding and in full force and effect and is enforceable by NEC, MagneTek, Coil Company or Glasmex, as the case may be, in accordance with its terms.