Other Settlements. 3.4.1 Subject to 3.4.2, a Person who is enrolled in any other aboriginal land claims settlement in Canada shall not be enrolled as a Yukon Indian Person under any Yukon First Nation Final Agreement.
Other Settlements. The Company and its Subsidiaries will not pay, discharge or satisfy any claims, liabilities or obligations (absolute, accrued, asserted or unasserted, contingent or otherwise), other than the payment, discharge or satisfaction, in the ordinary course of business consistent with past practice or in accordance with their terms.
Other Settlements. Other settlement payments between the Company and the Reinsurer such as payment adjustments, preliminary quarterly settlements, withhold payout reimbursements or interest compensation may be made separately or along with other settlement payments upon mutual agreement. For the purpose of calculating interest on delayed payments relating to these payments, due dates are to be mutually agreed upon if not otherwise specified in this Agreement.
Other Settlements. In the event that any of Class Representatives or any of Class Counsel enter into another actual or proposed settlement with any defendant in the MDL between the Settlement Date and Final Approval that contains a definition of PFAS that differs from the definition set forth herein, Settling Defendants shall have the option, in their sole discretion, to substitute such different definition for the definition set forth herein.
Other Settlements. That it will not pay, discharge or satisfy any claims, liabilities or obligations (absolute, accrued, asserted or unasserted, contingent or otherwise), other than the payment, discharge or satisfaction, in the ordinary course of business consistent with past practice or in accordance with their terms except for any existing scheduled litigations.
Other Settlements. This Agreement applies to the distribution of NOAT II Funds received by Oregon under the NOAT II Plan and the Additional Company Settlement Funds received by Oregon under the Additional Settling Company Agreements. In addition, consistent with Section 8 of the OSA, the allocation and distribution between the State and OR Participating Subdivisions of any funds other than the NOAT II Funds, the Additional Settlement Funds or the Oregon Settlement Funds (as defined in the OSA) received by Oregon under any other multistate opioid settlements based on the liability of distributors of opioids, manufacturers of opioids, pharmacies for the selling or marketing of opioids, or the consultants, agents or associates of distributors, manufacturers or pharmacies (such funds, “Future Settlement Funds”), will be governed by Sections 3, 4(a)-(c), 5-8, and 10 of the OSA, as well as any additional agreements entered into between the State and the OR Participating Subdivisions relevant to the Future Settlement Funds, subject to consideration of other terms of such settlements that impact allocation of Future Settlement Funds; provided that any reference in those sections of the OSA to either the Distributor Settlement Agreement or the Xxxxxxx Settlement Agreement shall be read to mean the applicable settlement under which Oregon receives the Future Settlement Funds with respect to distribution of those Future Settlement Funds.
Other Settlements. The Parties acknowledge that the following cases have been filed, containing collectively 195 named and Xxxx Xxx plaintiffs as of the Effective Date, and remain pending: Xxxxxxx, et al.
Other Settlements. At the Closing, Buyer shall (i) on behalf of the Company and the Subsidiaries, cause the Satisfied Company Debt to be repaid in full to the party or parties entitled thereto pursuant to instructions delivered by the Seller Representative to Buyer prior to the Closing and in accordance with the Payoff Letters, (ii) on behalf of the Stockholders, the Company or the Subsidiaries, pay the Selling Expenses to the Persons entitled thereto pursuant to the instructions designated by such Persons prior to the Closing or for the amounts due under the Sale Bonus Agreements that are payable after the Closing Date, as and when due, (iii) pay the Holdback Amount into an escrow account to be held by the Escrow Agent, and (iv) pay the Escrow Funds into an escrow account to be held by the Escrow Agent in accordance with the terms of this Agreement and the Escrow Agreement (collectively, the “Settlement Amounts”). Notwithstanding the foregoing, Buyer shall promptly remit to the Seller Representative, on behalf of the Sellers, any amounts not paid pursuant to the Sale Bonus Agreements.
Other Settlements. Prior to the Closing, an Affiliate of Parent shall transfer an amount of cash equal to the Aggregate Cash Consideration, plus the Settlement Amounts to Acquirer in exchange for interest bearing debt of the Acquirer (which debt shall be guaranteed by RFULC) having an aggregate commensurate value. At or immediately prior to the Closing, Acquirer will (a) deposit, or cause to be deposited (including by providing NFP Corp. with sufficient funds to be deposited), with the trustee under the applicable NFP Corp. Indenture the amount required to redeem, on the Closing Date, all of the aggregate principal amount of the NFP Senior Notes then outstanding, in accordance with the terms of the applicable NFP Corp. Indenture and instructions delivered by the Company at least two Business Days prior to the Closing Date, (b) pay, or cause to be paid, the amount required to repay in full the Covered Indebtedness described in clause (a) or (c) of the definition thereof, in each case, as set forth in the applicable Payoff Letter by wire transfer of immediately available funds as directed by the Company at least two (2) Business Days prior to the Closing Date and (c) deposit, or cause to be deposited, the HoldCo Notes Amount with the Noteholder Representative (as defined in the HoldCo Notes) in accordance with the instructions delivered by the Company at least two (2) Business Days prior to the Closing Date (the amounts in clauses (a) through (c), collectively, the “Settlement Amounts”).
Other Settlements. Simultaneously with the Closing, Parent will pay, or cause to be paid, (a) the unpaid Transaction Costs by wire transfer of immediately available funds as directed by the Company at least two Business Days prior to the Closing Date, (b) the Estimated Company Indebtedness by wire transfer of immediately available funds to the accounts designated in any payoff letters or other customary documentation evidencing the repayment or redemption of the Estimated Company Indebtedness delivered in accordance with Section 6.19, (c) the Escrow Funds into an escrow account to be held by the Escrow Agent in accordance with the terms of this Agreement and the Escrow Agreement, and (d) the Shareholders’ Representative’s Expense Funds by wire transfer of immediately available funds as directed by the Shareholders’ Representative at least two Business Days prior to the Closing Date. For the avoidance of doubt, each Company Shareholder’s outstanding Employee Loans as of the Effective Time, if any, will be satisfied in full simultaneously upon the completion of the payments to be made pursuant to Section 2.8(b).
