Examples of NTELOS Group in a sentence
The Parties acknowledge and agree that there are certain other Liabilities that are contingent in nature that may be partly NTELOS Group Liabilities and partly Wireline Group Liabilities (“Shared Contingent Liabilities”).
NTELOS and Wireline will use commercially reasonable efforts to, and to cause the members of their respective Groups to, novate each agreement set forth on Schedule 2.04 in the name of the member of the Wireline Group or NTELOS Group identified in Schedule 2.04 for that agreement, to substitute in all respects for the applicable member of the Wireline Group or NTELOS Group as an original party to that agreement.
To the extent any Ancillary Agreement contains any indemnification obligation relating to any NTELOS Group Liability, NTELOS Group Asset, Wireline Group Liability or Wireline Group Asset contributed, assumed, retained, transferred, delivered or conveyed under the Ancillary Agreement, the indemnification obligations contained in this Agreement will not apply and instead the indemnification obligations set forth in the Ancillary Agreement will govern.
The methodologies and the principles in settling intercompany accounts and related Liabilities and other matters between NTELOS or any member of the NTELOS Group, on the one hand, and Wireline or any member of the Wireline Group, on the other hand, will be as set forth on Schedule 2.08.
After the Distribution Time, no member of the NTELOS Group, on the one hand, and no member of the Wireline Group, on the other hand, will express or imply the other’s sponsorship or endorsement of a particular position or view in any external communication without first securing the prior written approval of the other Party.
Except as set forth above, all other agreements that exist as of the Distribution Time between Wireline or any member of the Wireline Group, on the one hand, and NTELOS or any member of the NTELOS Group, on the other hand, will remain in full force and effect after the Distribution Time.
Wireline and each member of the Wireline Group, on the one hand, and NTELOS and each member of the NTELOS Group, on the other hand, hereby terminate, effective as of Distribution Time, each agreement, arrangement, commitment and understanding, whether or not in writing, identified on Schedule 2.03, except that any provision thereof that purports to survive termination will survive in accordance with its terms.
Except for the provisions of Article 6 with respect to indemnification of Indemnitees and releases for the benefit of wholly owned members of the NTELOS Group and the Wireline Group, this Agreement is solely for the benefit of the Parties hereto and does not confer on third parties (including any employees of any member of the NTELOS Group or the Wireline Group) any remedy, claim, reimbursement, claim of action, or other right in addition to those existing without reference to this Agreement.
The employment of each such employee with the relevant member of the NTELOS Group shall be terminated, and such employee shall become an employee of a member of the Wireline Group, effective no later than the Distribution Date.
Notwithstanding the forgoing, Wireline shall not be required to credit any Wireline Employee or Delayed Transfer Employee with any accrual to the extent that a benefit attributable to such accrual is provided by the NTELOS Group.