Examples of Storm Transferred Assets in a sentence
Since December 31, 2011, no change in the Storm Subsea Business or the Storm Transferred Assets has occurred which has had or would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on the Storm Subsea Business.
So [Calo] goes out and he finds a new source, a guy named Marteen.Now, [Calo] doesn’t really change his business ways and eventually finds himself deep in debt with Marteen as well.
None of the Storm Transferred Assets is the subject of any Lien arising under Section 302(f) of ERISA or Section 412(n) of the Code.
There is no outstanding order, writ, judgment, stipulation, injunction, decree, determination, award or other order of any Governmental Authority against Storm or its Affiliates that relates to the Storm Transferred Assets.
Except as has not had and would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on the Storm Subsea Business, all of the Personal Property currently used in the Storm Subsea Business and included in the Storm Transferred Assets (i) is in good operating condition and repair (ordinary wear and tear excepted) and (ii) has been maintained in a manner consistent with industry practice.
Storm, Storm US, Storm BV and the Storm Entities have good and valid title to all Personal Property included in the Storm Transferred Assets, in each case, free and clear of all Liens, subject only to Permitted Encumbrances.
Section 4.9(c) of the Storm Disclosure Letter sets forth a correct and complete list as of the date hereof of all material owned or leased real property of Storm that is not being included in the Storm Transferred Assets but which is used by the Storm Subsea Business (each, a “Storm Joint Facility”).
The Storm Transferred Assets are being operated by Storm, Storm US, Storm BV or a Storm Entity, as the case may be, in compliance with all Applicable Laws, except for such noncompliance as has not had and would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect on the Storm Subsea Business.
Except with respect to Permitted Encumbrances, (i) there are no material Liens for Taxes on any of the Storm Transferred Assets and (ii) no Claim has been made by any Governmental Authority that could give rise to any such Lien.
As of immediately prior to the Closing Date, none of the Storm Transferred Assets contributed to US Venture Entity will consist of the stock of a corporation or other entity that is treated as a corporation under the income tax laws of the U.S. or any state or political subdivision thereof.