Division Effective Time definition
Examples of Division Effective Time in a sentence
Prior to the Division Effective Time, the Parties shall establish a transition committee (the “Transition Committee”) that shall consist of an equal number of members from AWI and AFI, the number of which shall be determined by the Parties from time to time.
No such terminated agreement, arrangement, commitment or understanding (including any provision thereof which purports to survive termination) shall be of any further force or effect after the Division Effective Time.
Effective on or prior to the Division Effective Time, each of AWI and AFI will, or will cause the applicable members of such Party’s Group to, execute and deliver all Ancillary Agreements to which it is a party.
Effective as of the Merger Effective Time (which, for the avoidance of any doubt, shall occur after the Division Effective Time and prior to the Distribution), AFI and AFI Division Sub shall, and AWI shall cause AFI Division Sub to, enter into the Merger Agreement and consummate the Merger pursuant to and in accordance with the terms set forth in the Merger Agreement.
All of the intercompany accounts receivable and accounts payable between any member of the AWI Group, on the one hand, and any member of the AFI Group, on the other hand, outstanding as of the Division Effective Time shall, as promptly as practicable after the Division Effective Time, be repaid, settled or otherwise eliminated by means of cash payments, a dividend, capital contribution, a combination of the foregoing, or otherwise as determined by AWI in its sole and absolute discretion.