D&O Tail. (a) Prior to the Closing, HoldCo shall purchase and pay the full premium with respect to an extended reporting period endorsement under HoldCo’s existing directors’ and officers’ liability and fiduciary liability policies to provide directors and officers of the Companies prior to the Closing with run-off coverage with respect to matters occurring prior to the Closing for a period of six (6) years after the Closing (the “D&O Tail”). Neither Parent nor Operator shall, nor shall Parent or Operator cause HoldCo to, take any action that results in the cancellation or termination of, or amend or otherwise modify, the D&O Tail. The cost of the D&O Tail shall be borne by HoldCo and shall be included in the Transaction Expenses.
D&O Tail. Lxxxxx Laser will not cancel or modify the Directors & Officers tail coverage in effect for the Company at Closing that covers the directors and officers of the Company.
D&O Tail. Prior to the Closing, the Company shall obtain and fully pay for “tail” insurance policies with a claims period of at least seven years from the Closing Date from an insurance carrier with the same or better credit rating as the Company’s current insurance carrier with respect to directors’ and officers’ liability insurance in an amount and scope at least as favorable as the Company’s existing policies with respect to matters existing or occurring at or prior to the Closing Date.
D&O Tail. On the Closing Date, Parent shall: (i) cause an amount equal to fifty percent (50%) of the D&O Tail premium as set forth on Schedule 2.04(a)(vi) to be deducted from the Merger Consideration otherwise payable to the Interest Holders; and (ii) be entitled to retain (and maintain for Parent’s own use) such amount, it being acknowledged and agreed that it shall be Company’s obligation to obtain the D&O Tail.
D&O Tail. (a) Prior to the Closing, the Company shall have purchased an extended reporting period endorsement under the Company’s existing directors’ and officers’ liability insurance coverage (the “D&O Tail”) for its present and former directors and officers (the “D&O Indemnified Parties”) which shall provide such D&O Indemnified Parties with coverage for six (6) years following the Effective Time on substantially comparable terms and conditions as the existing coverage applicable to the D&O Indemnified Parties immediately prior to the Effective Time. All costs of the D&O Tail shall be borne by the Company and shall be treated as a Company Transaction Expense at Closing.
D&O Tail. The Company shall obtain a fully-paid six-year “tail” insurance policies (the “D&O Tail”) with respect to directors’ and officers’ liability insurance of the type and with the amount of coverage no less favorable in all material respects than those of the directors’ and officers’ liability insurance maintained as of the date hereof by the Company and its Subsidiaries (the “Current Policies”), and with such other terms as are no less favorable in the aggregate in all material respects than those in the Current Policies. The cost of the D&O Tail shall be considered in the Transaction Costs pursuant to this Agreement. Buyer shall cause the Company to maintain the D&O Tail in full force and effect, for its full term, and cause all obligations thereunder to be honored by the Company, as applicable, and no other Party shall have any further obligation to purchase or pay for such insurance pursuant to this Section 7.11.
D&O Tail. Prior to the Closing, the Company shall obtain and fully pay for “tail” insurance policies with a claims period of at least seven (7) years from the Closing Date from an insurance carrier with the same or better credit rating as the Company's current insurance carrier with respect to Xxxxxx and the other resigning directors’ (collectively, the “Directors”) acts and omissions in their capacities as directors and officers associated with the business of the Company and Xxxxxx USA prior to the Closing (“D&O Tail Policy”). Purchaser shall maintain the D&O Tail Policy in full force and effect and continue to honor the obligations thereunder until the seventh anniversary of the Closing Date.
D&O Tail. Buyer may purchase, or cause to be purchased, the D&O Tail at Shareholder’s sole expense. Shareholder agrees to cooperate in applications for, and acquisition of, the D&O Tail by performing all reasonably necessary acts, including, but not limited to, assisting in the preparation and submission of applications, responding to questions and requests from brokers, underwriters and insurers in connection therewith, and supplying truthful information for such applications.
D&O Tail. (i) Prior to the Effective Time, Acquiror, upon consultation with the Company, shall purchase a “tail” or “runoff” directors’ and officers’ liability insurance policy (the “Acquiror D&O Tail”) in respect of acts or omissions occurring prior to the Effective Time covering each such Person that is a director, officer or employee of Acquiror currently covered by a directors’ and officers’ liability insurance policy of Acquiror on terms with respect to coverage, deductibles and amounts no less favorable than those of such policy in effect on the Effective Time for the six-year period following the Closing.
D&O Tail. The Company shall have provided Buyer with evidence reasonably satisfactory to Buyer of the purchase of the D&O Tail together with a successor-in-interest endorsement in accordance with Section 4.13;
