Examples of ESAB Business in a sentence
All material Governmental Approvals necessary to consummate the Distribution and to permit the operation of the ESAB Business after the Effective Time substantially as it is conducted at the date hereof shall have been obtained and be in full force and effect.
Following the Separation, ESAB shall not use the Enovis Specified Marks for any purpose; provided that, ESAB may continue to use the Colfax-Formative Marks in connection with the operation of the ESAB Business to the extent consistent with past practice so long as ESAB uses commercially reasonable efforts to phase out its use of the “Colfax” name as soon as reasonably practicable following the Separation.
ESAB policy prohibits any ESAB Business from conducting business with any countries or entities restricted by U.S law and other applicable National law to the transaction, if not in conflict with U.S. law.
To the extent any pre-Distribution claims with respect to any such insurance policy relates to the ESAB Business, ESAB shall be liable for any and all costs and expenses with respect to such claim.
The Parties shall use the procedures set forth in Article IV to resolve any Disputes as to whether any information relates solely to the Enovis Business, solely to the ESAB Business, or to both the Enovis Business and the ESAB Business.
Subject to the terms and conditions of this Agreement, Enovis hereby grants to ESAB a worldwide, non-exclusive, non-transferable, royalty-free, fully paid-up, perpetual license to use, modify, enhance and improve, the EBS and Enovis Improvements solely for the business purposes of the ESAB Group with respect to the ESAB Business.
Enovis or one of its Group members initiates a payment prior to the Effective Time that is honored following the Effective Time, and to the extent such payment relates to the ESAB Business or the Discontinued Businesses, then ESAB shall reimburse Enovis for such payment as soon as reasonably practicable and in no event later than seven (7) days after such payment is honored.
Notwithstanding anything to the contrary set forth herein, Confidential Information of any Party in the possession of and used by the other Party as of the Distribution Date may continue to be used by such Party in possession of the Confidential Information in and only in the operation of the ESAB Business (in the case of the ESAB Group) or the Enovis Business (in the case of the Enovis Group).
Trees in Trouble (formerly Take Root), produced and directed by award-winning documentary filmmaker Andrea Torrice, is a half-hour public television documentary, website and community engagement project that examines the threats facing Southwest Ohio’s urban trees and community forests due to invasive pests, and explores various community response strategies.
These agreements include a separation and distribution agreement, a stockholders’ and registration rights agreement, an employee matters agreement, a tax matters agreement, a transition services agreement, an ESAB Business Excellence System (“EBS”) license agreement, and an intellectual property matters agreement (the “Agreements”).