Tyrus definition
Examples of Tyrus in a sentence
There are no actions, applications, complaints, claims, suits or proceedings, judicial or administrative (whether or not purportedly on behalf of Tyrus or the Seller) pending or, to the Seller’s knowledge, threatened, by or against or affecting the Seller or ▇▇▇▇▇, at law or in equity, or before or by any court or other governmental authority, domestic or foreign, nor are there grounds on which any such action, suit or proceeding might be commenced with any reasonable likelihood of success.
Each Material Contract is in full force and effect, unamended by written or oral agreement, and Tyrus is entitled to the full benefit and advantage of each Material Contract in accordance with its terms.
No representations or warranties made by Tyrus in this Agreement, nor any document, written information, statement, certificate, or Exhibit furnished directly to the Buyer pursuant to this Agreement contain any untrue statement of a material fact, or omit to state a material fact necessary to make the statements or facts contained herein not misleading.
Tyrus has been duly formed and organized, is a subsisting limited liability company in good standing under the laws of the jurisdiction in which it is organized, and has the corporate power and capacity to own or lease its property and to carry on its business as now carried on in each jurisdiction in which it owns or leases property or carries on business.
Tyrus is the owner of and has good and marketable title to or has the valid right to use pursuant to a lease, license or similar agreement all of its properties and assets, including the assets listed in the disclosure schedule of ▇▇▇▇▇, attached hereto as Exhibit E.
The copies of all instruments, agreements, other documents and written information set forth as, or referenced in Exhibits to this Agreement or specifically required to be furnished pursuant to this Agreement to the Buyer by Tyrus are and will be complete and correct in all material respects.
On the Closing Date, the Buyer shall enter or, in its sole discretion, cause ▇▇▇▇▇ to enter a consulting agreement (the “Solomon Consulting Agreement”) for part-time services with ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, the current manager of Tyrus, on terms mutually agreed to by the Parties, each acting reasonably, and ▇▇.
Tyrus has conducted and is conducting its business in compliance in all material respects with all applicable laws, regulations, by- laws, ordinances, regulations, rules, judgments, decrees and orders of each jurisdiction in which its business is carried on.