New Worthington Group definition
Examples of New Worthington Group in a sentence
Worthington Steel shall reimburse New Worthington for all reasonable costs and expenses incurred by the New Worthington Group in connection with such cooperation within thirty (30) Business Days after receiving an invoice from New Worthington therefor.
Nothing in this Agreement is intended to or shall confer upon any employee or former employee of New Worthington, the New Worthington Group, Worthington Steel or the Worthington Steel Group any right to continued employment, or any recall or similar rights to any such individual on layoff or any type of approved leave.
As between the Parties, any derivative works, enhancements or other improvements to the Worthington Steel Intellectual Property made or created by or on behalf of any member of the New Worthington Group shall be owned by New Worthington or its applicable Affiliate.
Notwithstanding the foregoing, in no event shall New Worthington or any other member of the New Worthington Group have any obligations under this Section 5.2 with respect to Liabilities subject to indemnification pursuant to Section 5.3.
Each member of the New Worthington Group shall execute and deliver to Worthington Steel (or such member of the Worthington Steel Group as Worthington Steel shall designate) any power of attorney or other similar document reasonably requested by Worthington Steel (or such designee) in connection with any Tax Contest (as to which Worthington Steel is the Controlling Party) described in this Article IX.
The Parties recognize that legal and other professional services will be provided after the Effective Time, which services will be rendered solely for the benefit of the New Worthington Group or the Worthington Steel Group, as the case may be.
Except as otherwise provided in this Agreement, no provision of this Agreement shall be construed to create any right, or accelerate vesting or entitlement, to any compensation or benefit whatsoever on the part of any Worthington Steel Employee or other former, current or future employee of the New Worthington Group or Worthington Steel Group under any New Worthington Benefit Arrangement or Worthington Steel Benefit Arrangement.
All members of the New Worthington Group and Worthington Steel Group shall prepare all Tax Returns in accordance with the Allocation.
Any cash in the Worthington Steel Accounts after the Effective Time that belongs to any member of the New Worthington Group shall be transferred by the applicable member of the Worthington Steel Group to any member of the New Worthington Group designated by New Worthington.
Worthington Steel and New Worthington agree to take all necessary actions to assure that New Worthington and the other members of the New Worthington Group are not obligated with respect to the obligations pursuant to the Worthington Steel Loan Documents as of the Effective Time (or have been fully released and discharged from such obligations no later than the Effective Time).