GARDEN CITY Sample Clauses

GARDEN CITY. The parties acknowledge that ConAgra is the owner of certain insurance claims described in Exhibit 9.7.4(a) (the "Garden City Insurance Claims") that relate to and arise out of a fire at the fed cattle processing plant located at Route 1, Farmland Road, Garden City, Kansas. ConXxxx xxxxx xxxx xxx xxxxx, xx xxx xxx xxxx xxx expense, to pursue collection of proceeds or reach a settlement with respect to the Garden City Insurance Claims and, except as required in this Section 9.7.4, retain the proceeds with respect to such Garden City Insurance Claims. Holdco shall, and shall cause the Acquired Companies to, reasonably cooperate with ConAgra, at ConAgra's expense, in connection with the Garden City Insurance Claims and, in connection therewith, shall furnish on a timely basis all such information, records, documents and testimony, including testimony through affidavits, depositions and court room appearance, and attend such conferences, discovery proceedings, hearings, trials and appeals as may be reasonably requested by ConAgra, and provide, on a timely basis, access to and availability of Company Employees for purposes of such action, including, without limitation, for purposes of assisting in any preparation for proceedings and the conduct of any proceedings. To the extent ConAgra receives any cash proceeds attributable to the Garden City beef business interruption claim as described on Exhibit 9.7.4(b) (the "BI Claim"), ConAgra shall contribute such cash proceeds, after deducting therefrom all out-of-pocket costs, reasonable attorneys' fees (including, without limitation, all fees arising under the Agreement for Recovery of Fire Related Losses and Fees, dated as of January 28, 2002, among ConAgra, ConAgra Beef Company and McXxxxx, Xxxxx, Xxxxxx & Xxxxx, P.C.), expenses and Taxes incurrxx xx ConXxxx as a direct result of the collection and realization of such cash proceeds, to the capital of Holdco (the "Garden City Insurance Capital Contribution") within five (5) business days following the receipt thereof. In the event ConAgra makes one or more Garden City Insurance Capital Contributions, the parties agree that ConAgra shall not receive any additional shares of common stock of, or other equity interest in, Holdco in connection therewith. The parties hereto agree that the Garden City Insurance Capital Contribution is an adjustment to the purchase price of the U.S. Beef Company Stock and shall be reported as such for Income Tax reporting purposes.
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