SIM Group definition
Examples of SIM Group in a sentence
As of the date of this Agreement, there is no outstanding material Governmental Order imposed upon any member of the SIM Group, nor are any properties or assets (including the SIM Real Property) of the SIM Group bound by or subject to any material Governmental Order.
No member of the SIM Group is in default or violation (and no event has occurred that, with notice or the lapse of time or both, would constitute a default or violation) of any material term, condition or provision of any SIM Permit, except as is not, or would not reasonably be expected to be, individually or in the aggregate, material to the SIM Group, taken as a whole.
The SIM Group has in place controls and systems reasonably designed to promote compliance in all material respects with applicable Trade Control Laws.
No labor union, labor organization, works council or group of employees of the SIM Group has made a pending demand for recognition or certification, and there are no representation or certification proceedings or petitions seeking a representation proceeding presently pending or threatened in writing to be brought or filed with the National Labor Relations Board or any other labor relations tribunal or authority.
To the Knowledge of SIM, as of the date hereof, there are no claims pending or threatened in writing, initiated by, or on behalf of, any member of the SIM Group to change or redefine the zoning or land use classification, and no member of the SIM Group has received written notice of any such claim, in each case, with respect to any of the SIM Real Property.
Except as set forth in Section 5.16 of the SIM Disclosure Letter, no broker, finder, investment banker or other Person is entitled to any brokerage fee, finders’ fee or other commission in connection with the Transactions based upon arrangements made by or on behalf of any member of the SIM Group or its Affiliates.
Except as set forth in Section 5.27(b) of the SIM Disclosure Letter, no default or other similar event has occurred under any Contract governing any Indebtedness of any member of the SIM Group as of the date hereof and, as of the date hereof, SIM is not aware of any anticipated default or other similar event under any Contract governing any Indebtedness of any member of the SIM Group.
As of the date of this Agreement, all of the SIM Material Contracts are (i) in full force and effect and (ii) represent the legal, valid and binding obligations of the member of the SIM Group party thereto and, to the Knowledge of SIM, each of the other parties thereto.
No member of the SIM Group has any liability in respect of, or obligation to provide, any health, life insurance or other welfare benefits to any current or former employee of the SIM Group after retirement or other termination of employment or service, whether under a SIM Benefit Plan or otherwise, other than health continuation coverage pursuant to COBRA where the full cost thereof is borne entirely by the former employee (or beneficiary thereof).
The SIM Group has all material Permits necessary under applicable Law to permit the members of the SIM Group to own, operate, use, lease and maintain their assets (including the SIM Real Property) in the manner in which they are as of the date hereof owned, operated, used, leased and maintained and to conduct the business of the SIM Group as currently conducted as of the date hereof in all material respects (each, a “SIM Permit”).