Corporate Restructuring Transactions. On or prior to the Distribution Date and otherwise in accordance with the terms and provisions set forth in Exhibit B hereto, ESI and ADA-ES shall, and shall cause each of their respective Subsidiaries to, as applicable, take such actions as are necessary to cause, effect and consummate the Corporate Restructuring Transactions. ESI and ADA-ES hereby agree that any one or more of the Corporate Restructuring Transactions may be modified, supplemented or eliminated; provided such modification, supplement or elimination (a) is necessary or appropriate to divide the existing businesses of ESI so that the ADA-ES Business shall be owned, directly and indirectly, by ADA-ES, and (b) does not, individually or in the aggregate, adversely affect the ESI Business (other than to a de minimis extent).
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Samples: Distribution Agreement (Earth Sciences Inc), Distribution Agreement (Ada-Es Inc), Distribution Agreement (Earth Sciences Inc)