Examples of Veralto Group in a sentence
This Agreement is solely for the benefit of the Parties and, except to the extent otherwise expressly provided herein, nothing in this Agreement, express or implied, is intended to confer any rights, benefits, remedies, obligations or Liabilities under this Agreement upon any Person, including any Veralto Employee or other current or former employee, officer, director or contractor of the Xxxxxxx Group or Veralto Group, other than the Parties and their respective successors and assigns.
The Parties agree that Xxxxxxx, and not Xxxxxxx, shall be ultimately responsible for all costs and expenses incurred by, and for reimbursement of such costs and expenses to, any member of the Xxxxxxx Group or the Veralto Group associated with the Veralto Financing Arrangements.
Veralto shall prepare and file when due (taking into account any applicable extensions), or shall cause to be prepared and filed, all Tax Returns required to be filed by or with respect to members of the Veralto Group other than those Tax Returns which Xxxxxxx is required to prepare and file under Section 3.1, including any amended Tax Returns.
At any time after the Distribution Date that the Xxxxxxx Group proposes to destroy such records or documents, it shall first notify the Veralto Group in writing and the Veralto Group shall be entitled to receive such records or documents proposed to be destroyed.
Except as otherwise provided in this Agreement, no provision of this Agreement shall be construed to create any right, or accelerate vesting or entitlement, to any compensation or benefit whatsoever on the part of any Veralto Employee or other former, current or future employee of the Xxxxxxx Group or Veralto Group under any Benefit Arrangement of the Xxxxxxx Group or Veralto Group.
Notwithstanding the foregoing, to the extent a portion of any such Tax Contest with respect to a Joint Return with respect to Foreign Taxes relates to a matter which was customarily controlled by a member of the Veralto Group, as determined by Xxxxxxx in its sole discretion, then Xxxxxxx may elect that Veralto shall be responsible for conduct of such portion of such Tax Contest and any expenses related thereto, including expenses relating to supporting transfer pricing analysis.
Any use by the members of the Veralto Group of any of the Xxxxxxx Retained Names as permitted in this Section 4.2(a) is subject to their use of the Xxxxxxx Retained Names in a form and manner, and with standards of quality, of that in effect for the Xxxxxxx Retained Names as of the Distribution Date.
No member of either the Veralto Group or the Xxxxxxx Group shall have any continuing rights or obligations under any such agreement.
No Assets or Liabilities of the Xxxxxxx U.S. Retirement Plan shall be transferred to a retirement plan maintained by any member of the Veralto Group.
Notwithstanding the foregoing, with respect to any Joint Return with respect to Foreign Taxes, to the extent that any expenses related to a previously filed Joint Return for similar Foreign Taxes were customarily paid by a member of the Veralto Group, as determined by Xxxxxxx in its discretion, then any similar expenses shall be borne by Xxxxxxx, including, for the avoidance of doubt, any expenses related to the preparation of transfer pricing documentation.