PCB Business definition
Examples of PCB Business in a sentence
Each of the PCB Business Assets Sellers, CIT and CTL that is or will be a party to any of the Transaction Agreements has all requisite corporate power and authority to enter into and deliver the Transaction Agreements to which it is or will be a party, to perform its obligations hereunder and thereunder, and to consummate the Transactions.
If the Closing Statement Calculated PCAA is greater than USD 2,000,000, then the excess amount will be deducted accordingly from the amount of the trade receivables relating to the PCB Business to be transferred to Buyers (i.e. trade receivables of such excess amount shall be transferred back to Sellers), so that the 2018 Calculated PCAA shall exactly be USD 2,000,000.
Notwithstanding the other provisions of this Agreement, any and all the following product liabilities shall be assumed by Camtek and other the PCB Business Assets Sellers, and not by any of Buyers, CIT or CTL: liabilities for personal injury and/or death and/or damage to other properties suffered by any buyer, user or bystander, which is caused by any defect in products and/or equipment manufactured or sold by Camtek, CIT, CTL or Camtek’s any other Subsidiaries on or before the Closing Date.
All the trade receivables that are to be transferred to PCHK2 (or its designated Subsidiaries) and all the trade receivables that are to be shown on the Closing Statement (collectively the “Trade Receivables”) are arising from sales to customers under the PCB Business Contracts and are true and valid subject to provisions made for bad debts in the Closing Statement.
Immediately after the Closing, the Transferred Entities will own or have the right to use pursuant to written Contracts, or as otherwise provided pursuant to this Agreement or any Ancillary Agreement, all material assets, properties and rights necessary to conduct the PCB Business as conducted on the date of this Agreement and immediately prior to the Closing.
Such assets constitute all material real properties which are necessary for conducting the PCB Business as now conducted.
As of the Closing, the Transferred Entities will be the only Affiliates of Seller by or through which any material party of the PCB Business is operated or conducted.
Each of PCB Business Assets Sellers has good and valid title to all the tangible property and equipment owned by it and included in the PCB Business Assets and not in violation hereof, in each case free and clear of all Encumbrances other than Permitted Encumbrances.
Each of Sellers shall, and shall cause each of the PCB Business Asset Sellers to, have executed the Transaction Agreements to which it is a party in accordance with Section 6.4 and deliver such Transaction Agreements it executed to Buyers.
The execution, delivery and performance by each of the PCB Business Assets Sellers, CIT and CTL of the Transaction Agreements to which it is or will be a party, and the consummation by it of the Transactions to which it is or will be a party, have been duly authorized by all necessary corporate action on its part prior to the Closing.