Examples of BGH Entities in a sentence
Employee agrees that, during a period of 36 months after the Termination Date, upon request from BPL, BGH or BPLSC, Employee will cooperate with the BPL Entities and the BGH Entities in the defense of any claims or actions that may be made by or against the BPL Entities and the BGH Entities that relate to Employee’s prior areas of responsibility, except if Employee’s reasonable interests are adverse to such entities in such claim or action.
Except as specifically provided for herein, the obligation of BPL, BGH and BPLSC to make the payments provided for in this Agreement and otherwise to perform their obligations hereunder shall not be affected by any circumstances, including, without limitation, any set-off, counterclaim, recoupment, defense or other right which the BGH Entities or the BPL Entities may have against Employee or others.
Nothing in this Agreement shall prevent or limit Muther’s continuing or future participation in or rights under any benefit, bonus, incentive or other plan or program provided by the BGH Entities or the BPL Entities and for which Muther may qualify from the date hereof through the Termination Date.
Except as specifically provided for herein, the obligation of BGH and BPLSC to make the payments provided for in this Agreement and otherwise to perform their obligations hereunder shall not be affected by any circumstances, including, without limitation, any set-off, counterclaim, recoupment, defense or other right which the BGH Entities or the BPL Entities may have against Muther or others.
With respect to each Tax Return of any of the BGH Entities for a taxable period beginning on or before the Closing Date that is required to be filed after the Closing Date, other than Tax Returns described in (a), Buyer shall cause such Tax Return to be prepared consistent with past practice or as required by Law, and shall cause to be included in such Tax Return all Tax Items required to be included therein.
Each of the BGH Entities and the BPL Entities has all requisite corporate, limited partnership or limited liability company power and authority, as the case may be, to own, lease, and operate its properties and to carry on its respective business as it is now being conducted.
Except as specifically provided for herein, the obligation of BPL and BPLSC to make the payments provided for in this Agreement and otherwise to perform their obligations hereunder shall not be affected by any circumstances, including, without limitation, any set-off, counterclaim, recoupment, defense or other right which the BGH Entities or the BPL Entities may have against Employee or others.
Buyer shall not amend or restate any Organizational Document of the BGH Entities or BPL Entities, in any manner that would adversely effect the indemnification or exculpation rights of any such present or former director, officer, employee, fiduciary or agent.
Except as specifically provided for herein, the obligation of BGH and BPLSC to make the payments provided for in this Agreement and otherwise to perform their obligations hereunder shall not be affected by any circumstances, including, without limitation, any set-off, counterclaim, recoupment, defense or other right which the BGH Entities or the BPL Entities may have against Employee or others.
In making the decision to enter into this Agreement and consummate the transactions contemplated hereby, Buyer has relied solely on its own independent investigation of the BGH Entities and the BPL Entities as of this date and upon the representations and warranties and covenants in this Agreement (as limited by Section 3.20 and Section 7.1).