WBAD definition
Examples of WBAD in a sentence
With respect to Walgreens, no broker, investment banker, financial advisor or other person, other than ▇▇▇▇▇▇▇, Sachs & Co. (the fees and expenses of which will be paid by Walgreens), is entitled to any broker’s, finder’s, financial advisor’s or other similar fee or commission, or the reimbursement of expenses, in connection with the transactions contemplated by this Agreement or the other Transaction Documents based upon arrangements made by or on behalf of Walgreens or WBAD.
With respect to Alliance Boots, no broker, investment banker, financial advisor or other person, other than Centerview Partners (the fees and expenses of which will be paid by Alliance Boots), is entitled to any broker’s, finder’s, financial advisor’s or other similar fee or commission, or the reimbursement of expenses, in connection with the transactions contemplated by this Agreement or the other Transaction Documents based upon arrangements made by or on behalf of Alliance Boots or WBAD.
KKR and Walgreens will work in good faith with the Company and its Subsidiaries to realize synergy opportunities (in addition to the synergies with respect to drug purchasing under the ABDC Prime Vendor Agreement or pursuant to the WBAD Membership Agreement).
This Agreement and the other Transaction Documents, assuming the due authorization, execution and delivery by the other parties hereto and thereto, are valid and binding obligations of it, such subsidiary and WBAD, as applicable, enforceable against it, such subsidiary and WBAD, as applicable, in accordance with their respective terms, except as the same may be limited by Bankruptcy Exceptions.
Any services other than drug purchasing under the ABDC Prime Vendor Agreement or WBAD Membership Agreement provided by Walgreens (or its Affiliates) to the Company or its Subsidiaries will be priced based on transfer pricing of Walgreen’s (or its Affiliates’) marginal cost plus 10%.
It and WBAD have been duly organized and are validly existing under the laws of their respective jurisdiction of incorporation or organization, as applicable.
The Parties agree that they shall make commercially reasonable efforts to finalize and implement a transition plan in order to bring PharMerica volume under WBAD agreements as soon as is possible, subject to PharMerica’s existing wholesale agreement and WBAD’s notice requirements to Suppliers.
PharMerica may replace its appointed PharMerica Procurement Liaison at any time upon written notice to WBAD; provided, however, that PharMerica shall use reasonable efforts to preserve continuity of its PharMerica Procurement Liaison.
Except as otherwise set forth herein, the Parties decisions and actions with respect to this Agreement shall be guided in accordance with the principles set forth on Exhibit 2 (as amended from time to time by mutual agreement of the Parties, the “Guiding Principles”).WBAD certifies to PharMerica that the Guiding Principles under this agreement are consistent in scope with the other members of WBAD.
WBAD will maintain ongoing strategic dialogues with its critical members, including Walgreens, AmerisourceBergen, Innovative Product Alignment LLC, Alliance Boots and PharMerica.