Other Agreements Relating to Allocation of IRI Liabilities. (a) Each of ACNielsen, Cognizant and D&B agrees not to amend or waive any provision of this Agreement which would have the effect of releasing Cognizant or D&B of their obligations under Section 2.1 (a)(ii) above unless, at such time, A.C. Xxxxxxx Xxxpany could pay the maximum possible amount of any IRI Liabilities and immediately thereafter pay $1.00 of dividends out of surplus in compliance with Delaware law.
Appears in 3 contracts
Samples: Indemnity and Joint Defense Agreement (Acnielsen Corp), Indemnity and Joint Defense Agreement (Acnielsen Corp), Indemnity and Joint Defense Agreement (Dun & Bradstreet Corp)
Other Agreements Relating to Allocation of IRI Liabilities. (a) Each of ACNielsen, Cognizant and D&B agrees not to amend or waive any provision of this Agreement which would have the effect of releasing Cognizant or D&B of their obligations under Section 2.1 (a)(ii) above unless, at such time, A.C. X.X. Xxxxxxx Xxxpany Company could pay the maximum possible amount of any IRI Liabilities and immediately thereafter pay $1.00 of dividends out of surplus in compliance with Delaware law.
Appears in 2 contracts
Samples: Indemnity and Joint Defense Agreement (Cognizant Corp), Indemnity and Joint Defense Agreement (Dun & Bradstreet Corp)