Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement is terminated prior to the Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective prior to, as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo and SpinCo and neither Party shall have any liability or further obligation to the other Party under this Agreement.
Appears in 4 contracts
Samples: Employee Matters Agreement (Batesville Holdings, Inc.), Employee Matters Agreement (Batesville Holdings, Inc.), Employee Matters Agreement (Hillenbrand, Inc.)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement is terminated prior to the Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective immediately prior to, as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo Ralcorp and SpinCo Post, and neither Party shall have any liability or further obligation Liabilities to the other Party under this Agreement.
Appears in 4 contracts
Samples: Employee Matters Agreement (Post Holdings, Inc.), Employee Matters Agreement (Post Holdings, Inc.), Employee Matters Agreement (Post Holdings, Inc.)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement is terminated prior to the Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective immediately prior to, to or as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo MSG Networks and SpinCo Spinco and neither Party shall have any liability or further obligation Liability to the other Party under this Agreement.
Appears in 4 contracts
Samples: Employee Matters Agreement (Madison Square Garden Entertainment Corp.), Employee Matters Agreement (Madison Square Garden Co), Employee Matters Agreement (MSG Spinco, Inc.)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement is terminated prior to the Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective immediately prior to, to or as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo Vector and SpinCo Spinco and neither Party shall have any liability or further obligation Liability to the other Party under this Agreement.
Appears in 4 contracts
Samples: Employee Matters Agreement (Douglas Elliman Inc.), Employee Matters Agreement (Douglas Elliman Inc.), Employee Matters Agreement (Douglas Elliman Inc.)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement is terminated prior to the Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective immediately prior to, to or as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo MSGS and SpinCo Spinco and neither Party shall have any liability or further obligation Liability to the other Party under this Agreement.
Appears in 3 contracts
Samples: Employee Matters Agreement (MSG Entertainment Spinco, Inc.), Employee Matters Agreement (Madison Square Garden Co), Employee Matters Agreement (MSG Entertainment Spinco, Inc.)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement is terminated prior to the Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective immediately prior to, to or as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo MSG Entertainment and SpinCo Spinco and neither Party shall have any liability or further obligation Liability to the other Party under this Agreement.
Appears in 3 contracts
Samples: Employee Matters Agreement (Madison Square Garden Entertainment Corp.), Employee Matters Agreement (MSGE Spinco, Inc.), Employee Matters Agreement (MSGE Spinco, Inc.)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement is terminated prior to the Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective immediately prior to, to or as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo CVC and SpinCo MSG and neither Party shall have any liability or further obligation Liability to the other Party under this Agreement.
Appears in 3 contracts
Samples: Employee Matters Agreement (Cablevision Systems Corp /Ny), Employee Matters Agreement (Madison Square Garden, Inc.), Employee Matters Agreement (Madison Square Garden, Inc.)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement is terminated prior to the Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective immediately prior to, as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo Marathon Oil and SpinCo Marathon Petroleum, and neither Party shall have any liability or further obligation Liabilities to the other Party under this Agreement.
Appears in 3 contracts
Samples: Employee Matters Agreement, Employee Matters Agreement (Marathon Petroleum Corp), Employee Matters Agreement (Marathon Petroleum Corp)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if If the Distribution Agreement is terminated prior to the Distribution Datedoes not occur, then all actions and events that are, under this Agreement, to be taken or occur effective prior to, as of or following the Distribution Effective Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo and SpinCo the parties and neither Party party shall have any liability or further obligation to the other Party party under this Agreement.
Appears in 2 contracts
Samples: Transition Services Agreement (SPX Corp), Transition Services Agreement (SPX FLOW, Inc.)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement does not take place or is terminated prior to the Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective immediately prior to, to or as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo and SpinCo the Parties, and neither Party shall have any liability or further obligation Liability to the other Party under this Agreement.
Appears in 2 contracts
Samples: Form of Equity Administration Agreement (MSG Spinco, Inc.), Form of Equity Administration Agreement (MSG Spinco, Inc.)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if If the Distribution Agreement is terminated prior to the Distribution Datedoes not occur, then all actions and events that are, under this Agreement, to be taken or occur effective prior to, as of or following the Distribution Effective Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo and SpinCo the parties and neither Party party shall have any liability or further obligation to the other Party party under this Agreement.. Signature Page Follows
Appears in 2 contracts
Samples: Transition Services Agreement, Transition Services Agreement
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement is terminated prior to the Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective immediately prior to, to or as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to by CVC and AMC in writing by RemainCo and SpinCo a written instrument executed after the execution of this Agreement and neither Party shall have any liability or further obligation Liability to the other Party under this Agreement.
Appears in 2 contracts
Samples: Employee Matters Agreement (Cablevision Systems Corp /Ny), Employee Matters Agreement (AMC Networks Inc.)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement is terminated prior to before the Distribution DateEffective Time, then all actions and events that are, are under this Agreement, Agreement to be taken or occur effective prior tobefore, as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo Xxxxxx and SpinCo FCPT, and neither Party shall have any liability Liability or further obligation to the other Party under this Agreement.
Appears in 2 contracts
Samples: Employee Matters Agreement (Four Corners Property Trust, Inc.), Employee Matters Agreement (Four Corners Property Trust, Inc.)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement does not take place or is terminated prior to the –8– SC1:3907093.2 Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective immediately prior to, to or as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo and SpinCo the Parties, and neither Party shall have any liability or further obligation Liability to the other Party under this Agreement.
Appears in 1 contract
Samples: Equity Administration Agreement (Madison Square Garden Co)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement is terminated prior to the Distribution DateTime, then all actions and events that are, under this Agreement, to be taken or occur effective prior to, as of or following the Distribution DateTime, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo Quanex and SpinCo Spinco and neither Party party shall have any liability Liability or further obligation to the other Party party under this Agreement.
Appears in 1 contract
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement does not take place or is terminated prior to the Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective immediately prior to, to or as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo MSG and SpinCo AMC, and neither Party shall have any liability or further obligation Liability to the other Party under this Agreement.
Appears in 1 contract
Samples: Equity Administration Agreement (AMC Networks Inc.)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement is terminated prior to before the Distribution DateEffective Time, then all actions and events that are, are under this Agreement, Agreement to be taken or occur effective prior tobefore, as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo WHI and SpinCo CSL and neither Party shall have any liability Liability or further obligation to the other Party under this Agreement.
Appears in 1 contract
Samples: Employee Matters Agreement (Communications Sales & Leasing, Inc.)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement does not take place or is terminated prior to the Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective immediately prior to, to or as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo and SpinCo the Parties, and neither Party shall have any liability or further obligation Liability to the other Party under this Agreement.. –8– SC1:3907126.2
Appears in 1 contract
Samples: Equity Administration Agreement (Madison Square Garden Co)
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement does not take place or is terminated prior to the Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective immediately prior to, to or as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo and SpinCo the Parties, and neither Party shall have any liability or further obligation Liability to the other Party under this Agreement.. –8– SC1:3907126.2 Section 3.2
Appears in 1 contract
Samples: Administration Agreement
Effect if Distribution Does Not Occur. Notwithstanding anything in this Agreement to the contrary, if the Distribution Agreement does not take place or is terminated prior to the –8– SC1:3907093.2 Distribution Date, then all actions and events that are, under this Agreement, to be taken or occur effective immediately prior to, to or as of or following the Distribution Date, or otherwise in connection with the Distribution, shall not be taken or occur except to the extent specifically agreed to in writing by RemainCo and SpinCo the Parties, and neither Party shall have any liability or further obligation Liability to the other Party under this Agreement.. Section 3.2
Appears in 1 contract
Samples: Equity Administration Agreement
