Examples of Varex Group in a sentence
Parent shall not make, and shall not permit any other member of the Parent Group to make, any claim or demand, or commence any Action asserting any claim or demand, including any claim of contribution or any indemnification, against Varex or any other member of the Varex Group, or any other Person released pursuant to Section 4.1(b), with respect to any Liabilities released pursuant to Section 4.1(b).
The Parties recognize that legal and other professional services will be provided following the Effective Time, which services will be rendered solely for the benefit of the Parent Group or the Varex Group, as the case may be.
The Parties agree that Varex or another member of the Varex Group, as the case may be, and not Parent or any member of the Parent Group, are and shall be responsible for all costs and expenses incurred in connection with the Varex Financing Arrangements.
In no event shall Parent, any other member of the Parent Group or any Parent Indemnitee have Liability or obligation whatsoever to any member of the Varex Group in the event that any insurance policy or insurance policy related contract shall be terminated or otherwise cease to be in effect for any reason, shall be unavailable or inadequate to cover any Liability of any member of the Varex Group for any reason whatsoever or shall not be renewed or extended beyond the current expiration date.
Varex shall not make, and shall not permit any other member of the Varex Group to make, any claim or demand, or commence any Action asserting any claim or demand, including any claim of contribution or any indemnification, against Parent or any other member of the Parent Group, or any other Person released pursuant to Section 4.1(a), with respect to any Liabilities released pursuant to Section 4.1(a).
In addition, the member of the Varex Group retaining such Delayed Parent Asset or such Delayed Parent Liability shall, insofar as reasonably possible and to the extent permitted by applicable Law, treat such Delayed Parent Asset or Delayed Parent Liability in the ordinary course of business in accordance with past practice.
Varex will cause to be performed, and hereby guarantees the performance of, all actions, agreements and obligations set forth in this Agreement or in any Ancillary Agreement to be performed by any member of the Varex Group.
All other intercompany accounts receivable and accounts payable between any member of the Parent Group, on the one hand, and any member of the Varex Group, on the other hand, outstanding as of the Effective Time shall be repaid or settled immediately prior to or as promptly as practicable after the Effective Time.
For the avoidance of doubt, the use of the Licensed Marks on Varex Group internal documents, including drawings and documents provided to suppliers to procure products and services, are agreed not to be trademark usage and not to require a trademark license.
Varex (and each other member of the Varex Group) shall have the License to use and have used the Licensed Marks on Licensed Product packaging for a period of two (2) years after the Distribution Date, with no extension option.