Culligan definition
Examples of Culligan in a sentence
In the event of a termination of this Agreement other than due to a breach by Culligan or a breach by USF, then USF shall be prohibited from entering into, commencing negotiations, or soliciting negotiations, or having or continuing discussions that constitute, or could reasonably be expected to lead to, a Franchisee Acquisition Proposal, or engage in negotiations or discussions concerning any Franchisee Acquisition Proposal for a period of 90 days from the date of termination.
Culligan is not in default in the performance, observance or fulfillment of any provision of its Amended and Restated Certificate of Incorporation, as amended and restated (the "Culligan Certificate"), or its Bylaws, as in effect on the date hereof (the "Culligan Bylaws").
Neither Culligan nor any Subsidiary is subject to regulation under the Public Utility Holding Company Act of 1935, the Federal Power Act, the Interstate Commerce Act, any state public utilities code (other than Culligan Operating Services Inc., which has certain operations that are subject to public utilities regulation in North Carolina), or any other Federal or state statute or regulation (other than margin regulations) limiting its ability to incur Indebtedness hereunder.
The Assignor and the Assignee hereby agree to execute and deliver such other instruments, and take such other action, as either party may reasonably request in connection with the transactions contemplated by this Assignment and Acceptance, including the delivery of any notices or other documents or instruments to Culligan or the Administrative Agent which may be required in connection with the assignment and assumption contemplated hereby.
Each outstanding share of Culligan capital stock is duly authorized and validly issued, fully paid and nonassessable, and has not been issued in violation of any preemptive or similar rights.
Such Lender shall give prompt written notice to Culligan and the Administrative Agent when the circumstances giving rise to such determination no longer exist.
Culligan does not own, directly or indirectly, any equity or other ownership interest in any corporation, partnership, joint venture or other entity or enterprise, except for the subsidiaries and other entities set forth in Section 4.2 to the disclosure schedule delivered by Culligan to USF and dated the date hereof (the "Culligan Disclosure Schedule").
Culligan Parent is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation.
The Lenders acknowledge that, pursuant to such activities, BofA or its Affiliates may receive information regarding Culligan or its Subsidiaries (including information that may be subject to confidentiality obligations in favor of Culligan or a Subsidiary) and acknowledge that BofA and its Affiliates shall be under no obligation to provide such information to them.
From and after the Effective Time, USF and its affiliates shall honor, in accordance with their terms and except to the extent amended in accordance with such terms, all Plans and all contracts, plans, and programs providing for compensation or benefits for Culligan Employees.