Cyrk definition
Examples of Cyrk in a sentence
All notices shall be in writing and shall be deemed given five (5) days after mailing in the continental United States by registered or certified mail, or upon personal receipt after delivery, telex, telecopy, or telegram, to the party entitled thereto at the address stated below or to such changed address as the addressee may have given by a similar notice: TO THE COMPANY: Cyrk, Inc.
Also set forth in Schedule 4.17 is a summary of all material terms of any oral arrangements or agreements between Cyrk and any of its clients, suppliers or customers that are in the nature of insurance or indemnification in favor of Cyrk.
Promptly, but not later than ten (10) Business Days after its acceptance of its appointment, the Arbiter shall determine (based solely on presentations by the Shareholders' Representative and Cyrk to the Arbiter and not by independent review) only those issues in dispute and shall render a report as to the dispute, which report shall be conclusive and binding upon the parties hereto.
Except as specifically set forth in this Agreement or in any Ancillary Agreement, neither Cyrk nor any of its Subsidiaries nor any employee, agent or representative of Cyrk or any of its Subsidiaries has made, or shall be deemed to have made, and neither Cyrk nor any of its Subsidiaries is liable for or bound in any manner by, any express or implied representation, warranty, guarantee, promise or statement pertaining to Cyrk or any Subsidiary thereof, or any of their assets or businesses.
No member of the Cyrk Group is a party to any safe harbor lease within the meaning of Section 168(f)(8) of the Code, as in effect prior to amendment by the Tax Equity and Fiscal Responsibility Act of 1982.
No property used by any member of the Cyrk Group is "tax-exempt use property" within the meaning of Section 168(h) of the Code.
At no time has Cyrk engaged in Hazardous Materials Activities in violation of any rule, regulation, treaty or statute promulgated by any Governmental Entity to prohibit, regulate or control Hazardous Materials or any Hazardous Material Activity, which has had or is reasonably likely to have a Material Adverse Effect on Cyrk and its Subsidiaries, taken as a whole.
The respective covenants and agreements of Simon and the Shareholders, on the one hand, and Cyrk, on the other hand, contained in this Agreement shall survive the consummation of the transactions contemplated by this Agreement.
The Shareholders or Simon have made available to Cyrk true and complete copies of (i) relevant portions of income tax audit reports, statements of deficiencies, closing or other agreements received by any member of the Simon Group or on behalf of such member relating to Taxes, and (ii) all federal and state income or franchise tax returns for the members of the Simon Group for all periods ending on and after November 30, 1990.
Each Shareholder and Simon, severally and not jointly, represent and warrant to Cyrk and Sub that the statements contained in this Article III are true and correct, except as set forth in the disclosure schedule dated as of the date hereof and delivered by Simon to Cyrk simultaneously with the execution of this Agreement (the "Simon Disclosure Schedule").