Ralcorp Parties definition

Ralcorp Parties means Ralcorp and its Subsidiaries (including those formed or acquired after the date hereof), other than the Post Parties.
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Examples of Ralcorp Parties in a sentence

  • After the Effective Time, the Post Parties shall own all Information, including all trade secrets, and all copyrights in any tangible expressions thereof, then in the possession or under the control of the Ralcorp Parties or the Post Parties, relating primarily to the Post Business.

  • Subject to the provisions of this Agreement, (i) the Ralcorp Parties shall retain all of their respective rights, benefits and privileges, if any, under the Ralcorp Policies and (ii) coverage of the Post Parties under the Ralcorp Policies shall cease as of the Effective Time with respect to all Losses to the extent incurred or suffered by one or more of the Post Parties in connection with, relating to, arising out of or due to, directly or indirectly, any event or occurrence at or after the Effective Time.

  • The Ralcorp Parties shall, without further consideration therefor, pay and remit to the applicable Post Party promptly all monies, rights and other considerations received in respect of such performance.

  • Notwithstanding the foregoing, Ralcorp shall, or shall cause the other applicable Ralcorp Parties to, use commercially reasonable efforts to cure any material defects in the applicable Post Parties’ title to any transferred assets; provided that the Post Parties shall pay any Out-of-Pocket Expenses or any other Liability to any Third Party incurred by the Ralcorp Parties in connection with such commercially reasonable efforts.

  • After the Effective Time, the Ralcorp Parties shall own all Information, including all trade secrets, and all copyrights in any tangible expressions thereof, then in the possession or under the control of the Ralcorp Parties or the Post Parties, relating primarily to the Ralcorp Business.

  • Except as expressly set forth herein or in any Transaction Agreement, none of the Post Parties makes any representation or warranty of any kind whatsoever, express or implied, to any of the Ralcorp Parties in any way with respect to any of the transactions contemplated hereby or any other matter, including the amount or nature of, or any other matter concerning, the Liabilities of the Ralcorp Parties.

  • It is understood and agreed that all Liabilities in respect of the Post Financial Instruments are Post Liabilities and Post shall indemnify the Ralcorp Parties from any Liabilities suffered thereby to the extent arising out of, resulting from or relating to the Post Financial Instruments.

  • Ralcorp shall cause each of the other Ralcorp Parties to, effective as of the Effective Time, release and forever discharge each of the Post Indemnified Parties as and to the same extent as the release and discharge provided by Ralcorp pursuant to the foregoing provisions of this Section 11.01(a).

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  • The Ralcorp Parties shall exercise or exploit their rights and options under all such Contracts and other rights, agreements and documents referred to in this Section 7.02(a) only as reasonably directed by Post and at Post’s expense.

Related to Ralcorp Parties

  • Parent Parties has the meaning set forth in ARTICLE V.

  • Partnership Parties has the meaning assigned to such term in the preamble.

  • Seller Parties has the meaning set forth in the preamble to this Agreement.

  • Note Parties means, collectively, the Company and each Guarantor.

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • lone parent means a person who has no partner and who is responsible for and a member of the same household as a child or young person;

  • Founding Companies has the meaning set forth in the third recital of this Agreement.

  • SAP Parent means SAP SE, a European Company (Societas Europaea, SE) established under the laws of Germany and the European Union, registered with the commercial register of the local court of Mannheim, Germany, under HRB 719915, with registered office in Walldorf, Germany, and business address at Dietmar-Hopp-Allee 16, 69190 Walldorf, Germany.

  • Buyer Parties means Buyer, its respective Affiliates and the former, current or future equity holders and Representatives of each of the foregoing.

  • Parent means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.

  • Company Parties means the collective reference to Holdings and its Restricted Subsidiaries, including the Borrower, and “Company Party” means any one of them.

  • ITC (this Section2 of the RFP) means the Instructions to Consultants that provides the Consultants with all information needed to prepare their Proposals.

  • Merger Sub has the meaning set forth in the Preamble.

  • Operating Companies means, collectively, the Creekside Operating Company, the Mentone Operating Company and the Yucaipa Operating Company. “Operating Company” means any of the Operating Companies.

  • Seller Group means, at any time, the group of companies comprised of Xxxxx Fargo & Company and its subsidiaries at that time.

  • CEC means the California Energy Commission or its successor agency.

  • Seller Parent has the meaning set forth in the Preamble.

  • MergerSub has the meaning set forth in the Preamble.

  • Credit Parties means the Borrower and the Guarantors.

  • MergerCo has the meaning set forth in the Preamble.

  • Backstop Parties means, collectively, the Initial Backstop Parties and the Additional Backstop Parties.

  • Atlas means Automated Transportation Logistics Activity System. ATLAS is a computerized information system to which all Shippers have access upon request. ATLAS enables Shippers to nominate and release product and to monitor and coordinate the movement of Petroleum Products while on Carrier's system.

  • DPWH means the Department of Public Works and Highways of the Government of the Philippines.

  • Sponsor Parties means Sponsor, Vendor, and Utility, their respective successors and assigns, and each of their respective affiliates, agents, directors, officers, and employees.

  • Transaction Parties As defined in Section 5.3(o).

  • Investor Parties has the meaning set forth in the Preamble.