KSO definition
Examples of KSO in a sentence
Since the date of this Agreement, there shall not have been commenced or threatened against Purchaser, any Subsidiary of Purchaser, the Company, any of its Subsidiaries, the KSO Unit or any Selling Shareholder, any Proceeding (i) involving any challenge to, or seeking damages or other relief in connection with, the Transactions or (ii) that may have the effect of preventing, delaying, making illegal, or otherwise interfering with the Transactions.
To the Knowledge of the Selling Shareholders, the KSO Unit is not in default under or in violation of any Contract and no event has occurred that with the giving of notice or lapse of time or both would constitute a default or event of default under, and there is no basis for any claim of default under or violation of, any Contract.
Except for the KSO Agreement, neither the Company nor any of its Subsidiaries is in default under or in violation of, nor has any event occurred that with the giving of notice or lapse of time or both would constitute a default or event of default under, nor is there any valid basis for any claim of default under or violation of, any Contract.
Neither (A) any past or present Additional KSO Employee, (B) the Company, any of its Subsidiaries, or any of the Selling Shareholders or their respective Affiliates nor (C) any past or present officer, director, commissioner or employee of the Company, any of its Subsidiaries or any of the Selling Shareholders has received any written notice from any other Person pertaining to or challenging the right of the Company, any of its Subsidiaries or the KSO Unit to use the License.
For any bank accounts over which any past or present Additional KSO Employee or any past or present officer, director, commissioner or employee of the Company or any of its Subsidiaries has signature authority or other rights or interests, such authority, right or interest shall have been validly and irrevocably transferred to such Person designated by Purchaser to the sole and absolute satisfaction of Purchaser.
Purchaser and its authorized representatives shall use reasonable efforts to conduct all such inspections in a manner that will minimize disruptions to the business and operations of the Company, its Subsidiaries and the KSO Unit.
To the Knowledge of the Selling Shareholders, there has been no default, violation or event that with the giving of notice or lapse of time or both would constitute a default or event of default on the part of any other party to a Contract except for the KSO Agreement.
Neither the Company, any of its Subsidiaries nor the KSO Unit has any outstanding liabilities, obligations or Indebtedness to any Related Person, and no Related Person has outstanding any liabilities, obligations or Indebtedness to the Company, any of its Subsidiaries or the KSO Unit.
To the Knowledge of the Selling Shareholders, the KSO Unit has not received any notice, charge, claim, action or assertion alleging any violation of any laws, rules and regulations, judgments, decrees or orders of any Governmental Entity that affect the business, properties, assets or interests of the KSO Unit and to the Knowledge of the Selling Shareholders no such notice, charge, claim, action or assertion has been filed, commenced or threatened against the KSO Unit.
For the purposes of the second and third sentences of this Section 4.28, (but for no other purpose), to the extent any actual or alleged breach or default by the Company of the KSO Agreement which is the subject of the Arbitration Proceeding would constitute a breach or default by the Company of the License, such breach or default shall be deemed to be properly disclosed to Purchaser in the Signing Disclosure Schedule and the Closing Disclosure Schedule.