MEIA definition
Examples of MEIA in a sentence
There are no agreements between the Company's shareholders with respect to the voting or transfer of the Company's share capital or with respect to any other aspect of the Company's affairs, except for this Agreement and the MIP, the MEIA, the Corporate Governance Agreement and the Registration Agreement.
The representations and warranties of MEIA I, MELA and any Affiliate of either MEIA I or MELA contained in this Agreement, including all Exhibits or Schedules hereto or in the Related Agreements and in any other writing signed by either MEIA I or MELA delivered pursuant hereto or thereto or in connection herewith or therewith shall be true and complete in all material respects on and as of the Closing Date with the same effect as though made on and as of such date.
Neither MEIA I nor MELA is an employer with respect to any multiemployer plan as defined in Section 4001(a)(3) of ERISA or Section 414(f) of the Code.
Use its best efforts to take all actions described in Schedule 9.1.15 to effectuate the demutualization of MEEMIC and acquisition of the assets of MEIA.
Each agreement and obligation of MEIA I and MELA to be performed or complied with on or before the Closing Date pursuant hereto shall have been duly performed and complied with in all material respects.
Each of MEIA I and MELA is a corporation duly organized, validly existing and in good standing under the laws of the State of Michigan and each has all requisite corporate power to enter into this Agreement, to perform each of the other agreements contained herein and to own, lease and operate its properties and assets and carry on its business as currently operated.
Notwithstanding anything in this Agreement to the contrary, if any condition specified in Article XI has not been satisfied, MEIA I and MELA, in the case of the conditions specified in Section 11.2, and Professionals and ▇▇▇▇ ▇▇, in the case of the conditions specified in Section 11.1, in addition to any other rights which may be available thereto, shall have the right to waive such condition and to require the other Person(s) to proceed with the Closing.
Except as described on the attached SCHEDULE 3.21, there are no outstanding agreements or waivers extending the statutory period of limitations applicable to any Tax return which include either MEIA I or MELA.
MEIA I, MELA, Professionals and ▇▇▇▇ ▇▇ will each promptly prepare, execute and deliver to such other Person(s) such lists, instruments and documents and cooperate with such other Person(s) in such other respects as the requesting Person(s) may, from time to time, before or after the Closing, reasonably request to carry out the transactions contemplated by this Agreement.
With regard to workers' compensation claims of Transitioned Employees which arise out of events occurring both prior to the Start Date and on and after the Start Date, MEIA I, MELA, ▇▇▇▇ ▇▇ and Professionals shall use their best efforts to allocate the portion of any such claim arising prior to the Start Date, which portion shall be the responsibility of MEIA I and MELA, and the portion of any such claim arising on and after the Start Date, which portion shall be the responsibility of Mutual or ▇▇▇▇ ▇▇.