Electrical Business definition
Examples of Electrical Business in a sentence
In fulfillment of its obligation to deliver to nVent Finance, or the applicable nVent Designees, Information comprised within the nVent Assets (“nVent Information”) and to enable nVent Finance to carry on the Electrical Business in the manner carried on immediately prior to the Distribution Date, Pentair shall be responsible for separating nVent Information from Pentair Information in accordance with the System Separation Approaches outlined in Part 1 of Schedule 2.14.
The Parties shall use the procedures set forth in Article VIII to resolve any disputes as to whether any information relates solely to the Pentair Business, solely to the Electrical Business, or to both the Pentair Business and the Electrical Business.
The amount of Foreign Income Taxes attributable to the Electrical Business for any Tax Period shall not be less than zero.
The Board of Directors of ParentCo has determined that it is in the best interests of ParentCo and its shareholders that the Electrical Business (as defined below) be operated by a newly incorporated publicly traded company and the subsidiaries of such newly incorporated company.
To the Seller’s Knowledge, since January 1, 2011, no Person has interfered with, infringed upon, misappropriated, or otherwise violated any material Electrical Business Intellectual Property rights in any material respect.
Section 3.20 of the Disclosure Schedule lists the twenty (20) largest customers of the Electrical Business (measured by sales) for the years ended August 31, 2012 and August 31, 2013 (each, a “Material Customer”).
Each of the Seller and any of its applicable Subsidiaries (which shall include, for all purposes of this Agreement, the Selling Companies and the Acquired Companies) are duly qualified to own or lease the properties used in the conduct of the Electrical Business and to carry on the Electrical Business as now conducted in each jurisdiction in which the Electrical Business is currently conducted, except where the failure to do so would not reasonably be expected to have a Material Adverse Effect.
All Taxes owed by and due with respect to the Electrical Business (whether or not shown on any Tax Return) have been paid except to the extent such Taxes are in dispute.
The Buyer agrees that it shall, from and after the Closing Date, preserve (in no worse a condition and fashion as they were at the time of Closing) all books and records of the Electrical Business and the Acquired Companies for the period and otherwise subject to the terms of this Section 6.9.
To the Seller’s Knowledge, no notice has been received by the Seller or any Subsidiary thereof alleging the failure to hold any material Permit in respect of the Electrical Business.