Rexam definition
Examples of Rexam in a sentence
The provisions amended, modified or added pursuant to this Second Amendment may not be amended or modified without the express written consent of the parties hereto and of Rexam.
The Ancillary Agreements will be duly executed and delivered by the applicable Seller Entities and Rexam Entities, and assuming due authorization, execution and delivery by the other parties thereto, will be valid and binding obligations of such Persons, enforceable against them in accordance with their terms, subject to applicable bankruptcy, fraudulent conveyance, insolvency, reorganization, moratorium or other similar Law relating to creditors’ rights generally and general principles of equity.
This Agreement has been duly executed and delivered by Seller and Rexam, and assuming due authorization, execution and delivery by Purchaser, this Agreement is a valid and binding obligation of Seller and Rexam, enforceable against them in accordance with its terms, subject to applicable bankruptcy, fraudulent conveyance, insolvency, reorganization, moratorium or other similar Law relating to creditors’ rights generally and general principles of equity.
Notwithstanding anything in this Agreement to the contrary and without limiting Rexam’s obligations under applicable Law (including, for the avoidance of doubt, under the City Code), each of Purchaser and Seller hereby acknowledges and agrees that nothing in this Agreement shall require Rexam, its Affiliates, and its and their officers, directors, agents, successors or assigns to do anything which is not permitted pursuant to Rule 21.2 of the City Code.
As of the date of this Agreement, with respect to the Purchased Assets, no Action by or against Seller, Rexam, any Seller Entity, Rexam Entity or Purchased Entity is pending or, to the Knowledge of Seller, threatened in writing, challenging the legality, validity or enforceability of this Agreement or the consummation of the Transaction, in each case that, if upheld, would individually or in the aggregate have or reasonably be expected to have an Adverse Effect.
For a period of one year following the Closing, to the fullest extent permitted by Law, Purchaser and its Affiliates shall not be permitted to employ any Offer Employee who is employed by Rexam or any Rexam Entity as of the date of this Agreement or who becomes employed by Rexam or any Rexam Entity between the date of this Agreement and Closing, and in each case who has not become a Transferred Business Employee.
Bidco, a wholly-owned subsidiary of Ball, proposes to announce an intention to make a recommended offer for the entire issued and to be issued share capital of Rexam on the terms of and subject to the conditions referred to in the Offer Announcement (as defined below).
To the Knowledge of Seller, the Seller Entities, the Rexam Entities and the Purchased Entities are not subject to any open or pending investigations with respect to the Business pursuant to Environmental Law or any Environmental Permit, including the receipt of any requests for information related to such investigations, with respect to any matter that is reasonably likely to result in a material Liability to the Business or the Purchased Assets.
Any time, date or period referred to in any provision of this Agreement may be extended (subject to the terms of this Agreement) by mutual agreement between Rexam and Ball but as regards any time, date or period originally fixed or any time, date or period so extended, time shall be of the essence.
Ball acknowledges that Rexam employees will want to understand their future within the combined business as soon as reasonably practicable.