CVF definition
Examples of CVF in a sentence
As assurance to CVF of NEK’s good standing, operational status, and ability to meet its obligations under this Agreement, NEK hereby represents and warrants the following with respect to NEK.
CVF does not have any accounts payable or loans payable to any person affiliated with it or any of its Representatives, officers, managers, employees or members.
NEK has no material debts, liabilities, commitments, or obligations of any nature, absolute, accrued, contingent or otherwise, relating to its activities, other than those previously disclosed to CVF or which are fully reflected or reserved against on the financial statements referenced in Section 6.106.12 below.
On the terms and subject to the conditions set forth in this Agreement, on the Merger Date (as defined in Section 2.2), (a) CVF shall merge with and into NEK, (b) the separate corporate existence of CVF will cease, and (c) NEK will continue its existence as the surviving CUD of the Merger (as it shall exist following the Merger, the “Merged CUD”).
All CVF members as of the Merger Date shall become voting members of the Merged CUD.
CVF has not received any notification of any asserted present or past failure by it to comply in any material respect with such laws, rules or regulations, or such orders, writs, judgments, injunctions, decrees or ordinances.
CVF has not received any written communication during the twelve (12) months immediately preceding the date of this Agreement of the intent of any governmental authority responsible for the enforcement of labor or employment laws to conduct an investigation or audit of it or its operations.
CVF is duly organized, validly existing and in good standing under the laws of the State of Vermont and has all requisite power and authority to own its properties and to carry on its activities as now being conducted.
IT Assets used by or on behalf of CVF (i) are free from material defects, viruses, worms, Trojan horses or similar flaws or other harmful devices, programs or code, (ii) during the past three (3) years have not been subjected to any material “denial of service” or other such attack and (iii) have commercially reasonable back-up, data recovery procedures, or other preventative measures that prevent against the loss of any data necessary for the operation of such entity’s business.
To CVF’s knowledge, during the past three (3) years, there have been no material unauthorized access, intrusions or breaches of the security of any IT Assets operated or controlled by or on behalf of CVF or its vendors.