Examples of CoffeeCo Parties in a sentence
Xxxx Xxx and the CoffeeCo Parties shall take the following actions prior to the Distribution Date.
To the extent applicable, each of the Xxxx Xxx Parties and CoffeeCo Parties shall repay its respective Intercompany Indebtedness in accordance with the terms of such Intercompany Indebtedness.
The Parties acknowledge that the Vesting Expense cannot be calculated until after the Distribution Date, and therefore agree that (i) not later than 30 days after the Distribution Date, Xxxx Xxx will deliver to the CoffeeCo Parties a calculation of the Vesting Expense, and (ii) on the Final Payment Date, the CoffeeCo Parties will pay to Xxxx Xxx an amount equal to the Vesting Expense.
Each of the Xxxx Xxx Parties and the CoffeeCo Parties agrees that the procedures set forth in this Article XII shall be the sole and exclusive remedy in connection with any dispute, controversy or claim relating to any of the foregoing matters.
Xxxx Xxx and the CoffeeCo Parties shall cause the Internal Reorganization to be completed.
Xxxx Xxx and the CoffeeCo Parties will use their respective commercially reasonable efforts to obtain all Governmental Approvals and Consents and all Third-Party Consents that are required or appropriate in connection with the Separation.
The Xxxx Xxx Parties and the CoffeeCo Parties shall have received all material Governmental Approvals and Consents required to have been received prior to the CoffeeCo Contribution, Distribution, the CoffeeCo Special Dividend and Merger and all material Third-Party Consents necessary to effect the CoffeeCo Contribution, Distribution, the CoffeeCo Special Dividend and Merger and to permit the operation of the CoffeeCo Business after the Distribution Date.
Any such discovery shall be conducted expeditiously and shall not cause the hearing which may be provided for in Section 12.5 to be adjourned except upon consent of both the Xxxx Xxx Parties and the CoffeeCo Parties or upon a showing of cause demonstrating that such adjournment is necessary to permit discovery essential to a Party to the proceeding.
From and after the Effective Time, the CoffeeCo Parties will be responsible for obtaining and maintaining all insurance coverages in their own right.
It is understood that any Claims Made Policies may not provide any coverage to the CoffeeCo Parties for incidents occurring prior to the Effective Time but that are asserted with the insurance carrier after the Effective Time or any extended reporting period or extended discovery period, as applicable, in accordance with the terms of the applicable Policies.