Eikos definition
Examples of Eikos in a sentence
Eikos is a limited liability company duly organized, validly existing and in good standing under the laws of the Isle of Man, and has full power and authority to own its assets and conduct its business in the manner and places where such assets are now owned and such business is now being conducted.
From and after the date hereof and until the Closing, the Fund, Eikos, EAL and the Acquiror shall use their respective best efforts, and shall cooperate with each other, to cause the consummation of the transactions contemplated hereby in accordance with the terms and conditions hereof.
There is no pending Proceeding relating to any Tax for which Eikos or EAL is or may be liable or that could materially adversely affect any Tax liability of Eikos or EAL and, to the best knowledge of the Fund, Eikos and EAL, no Taxing Authority is contemplating such a Proceeding or adjustment.
All such Licenses and Consents are in full force and effect and neither Eikos, EAL nor the Fund has received notice of any pending cancellation or suspension thereof nor, to the best of the each such party's knowledge, is any pending cancellation or suspension thereof threatened.
This Agreement has been, and on the Closing Date each other Transaction Document to which the Fund, Eikos or EAL is a party will be, duly executed and delivered by each such party.
The Fund, Eikos and EAL, as the case may be, each have full legal capacity, power and authority to execute and deliver this Agreement and each other Transaction Document to which it is a party and to assume and perform its obligations hereunder and thereunder.
No Taxing Authority has asserted any claim that could result in the imposition of any Tax for which Eikos or EAL is or may be liable or that could materially adversely affect the Tax liability of Eikos or EAL.
Other than the MBDA, Eikos currently has no material contracts (including, without limitation, employment or other labor agreements, benefits arrangements and policies of insurance) except for the Administration Agreement, the Operating Agreement and the amendment thereto, true and correct copies of which are attached hereto as Exhibits "A", "F" and "G", respectively.
Neither the Acquiror nor any Affiliate thereof has employed or engaged any Person to act as a broker, finder or other intermediary in connection with the transactions contemplated hereby, and no Person is entitled to any fee, commission or other compensation from the Fund, Eikos or EAL relating to any such employment or engagement by the Acquiror or any Affiliate thereof.
No Proceeding is pending or, to the best knowledge of the Fund, Eikos or EAL, threatened against or affecting the Fund, Eikos or EAL in which an unfavorable outcome would have a material adverse effect upon the Fund, Eikos, EAL or the Eikos Equity or prohibit, invalidate, or make unlawful, in whole or in part, this Agreement or any other Transaction Document, or the carrying out of the provisions hereof or thereof or the transactions contemplated hereby or thereby.