Examples of Waterloo Subsidiary in a sentence
Waterloo has delivered to Midland States true, correct and complete copies of (i) all material Tax Returns previously filed with respect to the last seven (7) fiscal years by Waterloo or any Waterloo Subsidiary and (ii) any Tax examination reports and statements of deficiencies assessed against or agreed to by any of Waterloo or any Waterloo Subsidiary for any such time period.
Except as set forth on Schedule 4.9, Waterloo and each Waterloo Subsidiary as lessee has the right under valid and existing leases to occupy, use, possess and control any and all of the respective property leased by it.
There are no liens for Taxes (other than Taxes not yet due and payable) upon any of the assets of Waterloo or any Waterloo Subsidiary.
The buildings, structures and equipment owned or used by Waterloo and each Waterloo Subsidiary are structurally sound, are in good operating condition and repair, and are adequate for the uses to which they are being put, and none of such buildings, structures or equipment is in need of maintenance or repairs except for ordinary, routine maintenance and repairs that are not material in the aggregate in nature or in cost.
Neither Waterloo nor any Waterloo Subsidiary currently is a party to any agreement waiving any statute of limitations in respect of Taxes or extending any time period within which any Tax may be assessed or any Tax Return may be filed.
Except as set forth on Schedule 4.6 Waterloo is, and will be on the Closing Date, the record and beneficial owner of 100% of the Waterloo Bank Shares and all of the issued and outstanding shares of capital stock of each other Waterloo Subsidiary, free and clear of any lien or encumbrance whatsoever.
Critical Incident Stress Management (CISM) Team: Team is responsible for the prevention and mitigation of disabling stress among emergency responders in accordance with the standards of the International Critical Incident Stress Foundation (ICISF).
Neither Waterloo nor any Waterloo Subsidiary is delinquent in the payment of any Tax.
Between the date of this Agreement and the Closing Date, each of Midland States and Waterloo will, and will cause each of Midland States and each Waterloo Subsidiary, respectively, and all of their respective Affiliates and Representatives to, cooperate with respect to all filings that any party is required by Legal Requirements to make in connection with the Contemplated Transactions.
The books of account, minute books, stock record books and other records of Waterloo and each Waterloo Subsidiary are complete and correct in all respects and have been maintained in accordance with Waterloo’s business practices and all applicable Legal Requirements, including the maintenance of any adequate system of internal controls required by the Legal Requirements.