Common use of R&W Insurance Policy Clause in Contracts

R&W Insurance Policy. Prior to the Closing, Purchaser shall maintain the R&W Insurance Policy as bound as of the date hereof and shall timely satisfy all conditions necessary for the continuation of coverage under the R&W Insurance Policy. Following the Closing, Purchaser shall not, without the written consent of the Sellers Representative, amend the subrogation provisions of the R&W Insurance Policy in a manner that is detrimental to the Sellers.

Appears in 2 contracts

Samples: Stock Purchase Agreement (PAE Inc), Stock Purchase Agreement (PAE Inc)

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R&W Insurance Policy. Prior to From and after the Closing, the Seller shall cooperate with the Purchaser shall maintain in connection with any claim made by the R&W Insurance Policy Purchaser as bound as of the date hereof and shall timely satisfy all conditions necessary for the continuation of coverage an Indemnified Party under the R&W Insurance Policy. Following Notwithstanding anything herein to the Closingcontrary, Purchaser (a) any indemnification cap shall notnot limit the Purchaser’s ability to recover indemnified Losses under the R&W Insurance Policy in accordance with the terms thereof, without and (b) the written consent of the Sellers Representative, amend the subrogation provisions terms of the R&W Insurance Policy in a manner that is detrimental will be given independent effect from the terms of this Agreement, except to the Sellersextent expressly set forth in the R&W Insurance Policy.

Appears in 1 contract

Samples: Stock Purchase Agreement (Platform Specialty Products Corp)

R&W Insurance Policy. Prior At or prior to the Closing, Purchaser shall maintain will (a) obtain and bind the R&W Insurance Policy as bound as of the date hereof and shall timely satisfy (b) pay, or cause to be paid, all conditions necessary for the continuation of coverage under costs and expenses related to the R&W Insurance Policy. Following , including the Closingtotal premium, Purchaser shall notunderwriting costs, without the written consent brokerage commissions, and other fees and expenses of the Sellers Representativepolicy. Purchaser will not cancel, amend the subrogation provisions of modify, or waive the R&W Insurance Policy in a manner that is detrimental without the Shareholder Representative’s advance written consent, such consent not to the Sellersbe unreasonably withheld.

Appears in 1 contract

Samples: Stock Purchase Agreement (Bristow Group Inc)

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R&W Insurance Policy. Prior to From and after the Closing, the Purchaser shall maintain the R&W Insurance Policy as bound as of the date hereof in full force and effect in accordance with its terms and shall timely satisfy all conditions necessary for not (and shall cause its Affiliates to not) amend, modify, terminate or waive any waiver of subrogation applicable to the continuation Seller or any of coverage under its Affiliates set forth in the R&W Insurance Policy. Following , in each case in a manner adverse to the Closing, Purchaser shall notSeller or any of its Affiliates, without the prior written consent of the Sellers Representative, amend the subrogation provisions of the R&W Insurance Policy in a manner that is detrimental to the SellersSeller.

Appears in 1 contract

Samples: Stock Purchase Agreement (Universal Technical Institute Inc)

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