Tail Policy. Prior to the Effective Time, the Company shall purchase tail insurance coverage for the Company’s directors and officers in a form reasonably acceptable to the Company and Parent, which shall provide such directors and officers with coverage for six years following the Effective Time with respect to claims arising out of acts or omissions occurring at or prior to the Effective Time (the “Tail Policy”). The cost of the Tail Policy shall constitute a Transaction Expense.
Appears in 3 contracts
Samples: Merger Agreement (TPCO Holding Corp.), Merger Agreement (TPCO Holding Corp.), Merger Agreement (TPCO Holding Corp.)
Tail Policy. Prior to the Effective Time, the Company shall purchase tail insurance coverage for the Company’s Acquired Companies’ directors and officers in a form reasonably acceptable to the Company and Parent, which shall provide such directors and officers with coverage for six years following the Effective Time with respect to claims arising out of acts or omissions occurring at or prior to the Effective Time (the “Tail PolicyInsurance Coverage”). The ; provided that the full cost of and all premiums associated with such Insurance Coverage are paid in a lump sum by the Tail Policy shall constitute Company prior to or at the Closing and are included as a Transaction ExpenseFee.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Vonage Holdings Corp), Agreement and Plan of Merger (Vonage Holdings Corp), Agreement and Plan of Merger (Vonage Holdings Corp)
Tail Policy. Prior to the Effective Time, the Company shall purchase tail insurance coverage for the Company’s directors and officers in a form reasonably acceptable to the Company and Parent, which shall provide such directors and officers with coverage for six years following the Effective Time with respect to claims arising out of acts or omissions occurring at or prior to the Effective Time (the “Tail Policy”). The cost of the Tail Policy shall constitute a Transaction Expense.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Sumo Logic, Inc.), Agreement and Plan of Reorganization (Sumo Logic, Inc.)
Tail Policy. Prior to the Effective Time, the Company shall purchase tail insurance coverage with at least the same level of coverage as the Company had prior to the Effective Time for the Company’s directors and officers in a form reasonably acceptable to the Company and Parent, which shall provide such directors and officers with coverage for six years following the Effective Time with respect to claims arising out of acts or omissions occurring at or prior to the Effective Time (the “Tail PolicyInsurance Coverage”). The ; provided that the full cost of and all premiums associated with such Insurance Coverage are paid in a lump sum by the Tail Policy shall constitute Company prior to or at the Closing and are included as a Transaction ExpenseFee.
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