Examples of Vontier Group in a sentence
Vontier shall indemnify, defend and hold harmless Fortive and the members of the Fortive Group from and against any and all Indemnifiable Losses arising from or relating to the use by any member of the Vontier Group of the Fortive Retained Names pursuant to this Section 4.2(a).
Upon expiration or termination of the rights granted to the Vontier Group pursuant to this Section, Vontier hereby assigns, and shall cause the other members of the Vontier Group to assign, to Fortive their rights (if any) to any Trademarks forming a part of or associated with the Fortive Retained Names.
Vontier and the members of the Vontier Group shall not use the Fortive Retained Names in a manner that may reflect negatively on such name and marks or on Fortive or any member of the Fortive Group.
Fortive shall have the right to terminate the foregoing license, effective immediately, if any member of the Vontier Group fails to comply with the foregoing terms and conditions or otherwise fails to comply with any reasonable direction of Fortive in relation to use of the Fortive Retained Names.
Nothing in the Exhibits or Schedules constitutes an admission of any liability or obligation of any member of the Fortive Group or the Vontier Group or any of their respective Affiliates to any third party, nor, with respect to any third party, an admission against the interests of any member of the Fortive Group or the Vontier Group or any of their respective Affiliates.
Any use by the members of the Vontier Group of any of the Fortive Retained Names as permitted in this Section 4.2(a) is subject to their use of the Fortive Retained Names in a form and manner, and with standards of quality, of that in effect for the Fortive Retained Names as of the Distribution Date.
None of Vontier, any other member of the Vontier Group, or any third party shall have any right or claim to require the consummation of the Distribution, which shall be effected at the sole discretion of the Fortive Board.
At or prior to the Effective Time, in connection with the Distribution, including the transfer of the Vontier Assets to the Vontier Group in the Internal Reorganization whenever made, Vontier shall pay the Consideration to Fortive (or Fortive and Vontier shall take or cause to be taken such other appropriate actions to ensure that Fortive has the requisite number of shares of Vontier Common Stock) and take any other action as may be requested by Fortive in order to effect the Distribution.
Subject to any adjustment in accordance with this Section 2.13, all cash and cash equivalents held by any member of the Vontier Group as of the Effective Time shall be a Vontier Asset and all cash and cash equivalents held by any member of the Fortive Group as of the Effective Time shall be a Fortive Retained Asset.
An in-house historical cost database was used to generate the estimate.