Examples of IHWCC in a sentence
Except as set forth on Schedule 2.1(v), there is no restriction, agreement, judgment, injunction, order, decree or award binding upon IHWCC or the Water Companies which contains a covenant not to compete or materially limits or impairs any current business activity of such party, any acquisition of property by such party, or the overall conduct of business by such party as currently conducted by it.
In no event shall the Net Income Participation be deemed to give IHWCC an equity interest in Purchaser, the Water Companies (if the Purchaser does not make the Asset Purchase Election), or any affiliate thereof.
Against the backdrop of the March 2006 communications between Cox and Commission staff, it is noteworthy that Schedule 2.1(g) attached to the May 2007 purchase agreement (IHWCC to Basin Water transfer), EWC Exhibit 104, makes the following statement: Seller Parties believe in good faith that neither WRCC nor 350IWC are regulated by the Public Utilities Commission, though certain official records appear to indicate otherwise.
The Company further agrees and acknowledges that, other than as set forth in this Agreement, that it does not own, and will not acquire at any time in the future, any of the equity securities of IHWCC, WRCC, 350IWC, or any other interest in, any of the West Riverside Sellers.
A Phase I environmental review (“Phase I”) of IHWCC and the Water Companies shall have been completed, at Purchaser’s cost and expense.
Each of IHWCC and the Water Companies is a corporation duly organized, validly existing and in good standing under the laws of the State of California with full corporate power and authority to conduct the Business and to own and lease its properties and the Assets.
Each of IHWCC and the Water Companies has all requisite power and authority and all permits and licenses necessary to own and operate the Assets.
The copies of the articles of incorporation and bylaws of each of IHWCC and the Water Companies that have been previously furnished to Purchaser are true, correct and complete.
The Seller Parties shall have repaid in full all indebtedness affecting the Assets as of the Closing Date, including without limitation, all unpaid past due taxes, but excluding the IHWCC Debt, and delivered to Purchaser appropriate instruments terminating all liens and other agreements, documents and instruments in connection with such indebtedness, together with all payoff letters and UCC-3 termination statements related thereto.
Neither IHWCC nor any of the Water Companies has entered into any contract under which such party is restricted from selling or otherwise distributing water to any class of customers, in any geographic area, or during any period of time, except as may be required by governmental regulatory agencies.