Examples of TRW France in a sentence
The remaining liability of TRW France for certain Taxes, as described in detail in Schedule 4.11, does not and will not exceed U.S. $360,000.
No Action shall have been instituted and remain unresolved which questions the validity or legality of the transaction contemplated hereby and which could reasonably be expected to materially and adversely affect the right or ability of the Buyer to own, operate or possess the Shares, the TRW UK Shares, the TRW France Shares, the Acquired Entities, the Assets and the Business after the Effective Time.
In any case in which a Tax is assessed (other than the $360,000 assessment to TRW France described in Schedule 4.11) with respect to a taxable period which begins before the Effective Time and ends after the Effective Time, the resulting Tax obligation shall be allocated (i) to TRW and the Sellers for the period up to and including the Effective Time, and (ii) to the Buyer for the period subsequent to the Effective Time.
At any time or from time to time after the Closing, at the Buyer's request and without further consideration, the Sellers shall execute and deliver to the Buyer such other instruments of sale, transfer, conveyance, assignment and confirmation, provide such materials and information and take such other actions as the Buyer may reasonably deem necessary or desirable in order more effectively to transfer, convey and assign to the Buyer the Assets, the Shares, the TRW UK Shares and the TRW France Shares.
All of the shareholders of TRW France Shares shall have executed and delivered documents satisfactory to effect the transfer of the TRW France Shares.
TRW Export Trading Corporation which owns Delaware 100.00% TRW Export Sales Corporation Virgin Islands 100.00% TRW France S.A. France 100.00% TRW Italia S.p.A. which owns Italy 100.00% TRW SIPEA S.p.A. Italy 100.00% TRW Koyo Steering Systems Company Tennessee 51.00% TRW Microwave Inc.
From and after the Closing, the Sellers will promptly refer all inquiries with respect to the ownership of the Assets or the Acquired Entities to the Buyer and execute such documents as the Buyer may reasonably request from time to time to evidence transfer of the Assets, the Shares, the TRW UK Shares and the TRW France Shares to the Buyer, and the Buyer will execute such documents as each Seller may reasonably request from time to time to evidence the assumption of the Assumed Liabilities.
Buyer will pay any stamp tax within the relevant statutory time limit related to the transfer, pursuant to this Agreement, of the Shares, the TRW UK Shares, the TRW UK Shares and the Assets and shall provide to Seller a copy of the duly stamped stock transfer form for BDM UK and TRW UK and any relevant stamped form for TRW France for the stock transfer certification and the Assets.
All Taxes (of any Acquired Entity or relating to the Asset Sellers, the Business or the Assets) have been or will be paid by the Sellers with respect to all periods (or portions thereof) prior to the date of Closing (excluding taxes to be paid by the Buyer, if any, resulting from the transfer of Assets, the Shares, the TRW UK Shares or the TRW France Shares).
The Sellers have made available to the Buyer all information that the Sellers believe is reasonably necessary to enable the Buyer to make a decision whether to purchase the Shares, the TRW UK Shares, the TRW France Shares and the Assets.