Examples of Issuer Companies in a sentence
None of the Issuer Companies (a) has any paid employees or Contingent Workers or (b) maintains, sponsors, contributes to or otherwise has any material liability under any Employee Benefit Plans (substituting “Issuer Company” for “Group Company” in the definition thereof).
The representations and warranties by Issuer contained in this Agreement and the Transaction Documents constitute the sole and exclusive representations and warranties of Issuer, the other Issuer Companies and their respective Representatives in connection with the Contemplated Transactions, and the Company understands, acknowledges and agrees that all other representations and warranties of any kind or nature, whether express, implied or statutory, are specifically disclaimed by Issuer.
Each of the Issuer Companies has full corporate, partnership or limited liability company power and authority to carry on its respective business as it is now being conducted and to own, operate and hold under lease its assets and properties as, and in the places where, such properties and assets now are owned, operated or held.
The copies of the organizational documents of each of the Issuer Companies that have been delivered to Acquiror are complete and correct and in full force and effect on the date hereof.
To the Knowledge of Issuer, the Issuer Companies (i) have received all permits, licenses or other approvals required of them under applicable Environmental Laws to conduct their respective business and (ii) are in material compliance with all terms and conditions of any such permit, license or approval.
Except for Issuer, none of the Issuer Companies is required to file any forms, reports or other documents with the SEC, or any other foreign or domestic securities exchange or Governmental Authority with jurisdiction over securities Laws.
The Issuer Companies have good and valid title to, or a valid and enforceable leasehold interest in, license to or valid right to use, all of the material assets, properties and rights of the Issuer Companies and any other material assets, properties and rights owned or purported to be owned by the Issuer Companies.
Issuer has provided to Acquiror true and complete copies of any Contracts to which any of the Issuer Companies is a party relating to the relationships described on Schedule 4.22.
The Issuer Companies have received no notice of non-compliance with any Laws of any Governmental Authority applicable to the Issuer Companies' business or properties which has not been remedied prior to the date hereof.
To the extent described or incorporated by reference in the Issuer SEC Reports, such leases conform in all material respects to the description thereof set forth or incorporated by reference in the Issuer SEC Reports and no notice has been given or material claim asserted by anyone adverse to the rights of Issuer Companies under any of such leases or affecting the Issuer Companies or the present owner's rights to continued possession of any leased property.