PLMG definition
Examples of PLMG in a sentence
Each of PLMG and, to the knowledge of PLMG, F&D and Sas-Can, is duly registered to do business and is in good standing in each jurisdiction in which the character of its properties, owned or leased, or the nature of its activities make such registration necessary, except where the failure to be so registered or in good standing would not have a Material Adverse Effect on PLMG (giving effect to the completion of the F&D Acquisition).
This letter agreement will be binding upon and enure to the benefit of each of Plumb-Line, Arcticor, PLMG, the Supporting Securityholder and their respective executors, administrators, successors and permitted assigns.
Except as disclosed in the PLMG Financial Statements and the F&D Financial Statements, neither PLMG nor, to the knowledge of PLMG, F&D or Sas-Can, has any loans or other indebtedness currently outstanding which have been made to or from any of its securityholders, officers, directors or employees or any other person not dealing at arm’s length with PLMG or, to the knowledge of PLMG, F&D or Sas-Can, as the case may be.
Except as set forth in the Company Disclosure Letter, the minute book of PLMG and, to the knowledge of PLMG, F&D and Sas-Can, have been maintained in accordance with all applicable statutory requirements and are true, correct, accurate and up-to-date in all material respects.
All Taxes shown to be payable on the Tax Returns or on subsequent assessments with respect thereto have been paid in full on a timely basis and no other Taxes are payable by PLMG with respect to items or periods covered by such Tax Returns.
To the knowledge of PLMG, all Taxes shown to be payable on the Tax Returns or on subsequent assessments with respect thereto have been paid in full on a timely basis and to the knowledge of PLMG no other Taxes are payable by F&D and Sas-Can with respect to items or periods covered by such Tax Returns.
The representations and warranties of Westaim contained in Section 4 hereof shall be true and correct as at the date hereof and at all times up to the Effective Time and such representations and warranties shall survive the closing of the PLMG Share Purchase and the benefit thereof to the Selling Securityholder shall continue for a period of two years following the Effective Time.
No event of default or breach of any covenant has occurred under PLMG’s or, to the knowledge of PLMG, F&D’s existing banking and lending agreements.
Neither PLMG nor, to the knowledge of PLMG, F&D or Sas-Can, is a party to any written employment or consulting agreement or any verbal employment or consulting agreement, which may not be terminated on one month’s notice or which provides for a payment on a change of control of PLMG, F&D or Sas-Can (as the case may be) or severance of employment.
PLMG hereby represents and warrants to Westaim as follows and acknowledges that Westaim is relying upon such representations and warranties in connection with the execution and delivery of this Agreement.