Examples of Specified Insurance Policies in a sentence
Seller shall reasonably cooperate with Buyer and the Target Group in making Insurance Claims on, securing insurance coverage under and recovering claim benefits from such Specified Insurance Policies and shall not terminate any such Specified Insurance Policies prior to the expiration of their current terms in a manner that would prevent Buyer or the members of the Target Group from recovering thereunder pursuant to the terms of this Section 6.11.
The Corporation has ----------------------------------------------- purchased, and has continued to pay the premiums for, one or more term life insurance policies upon the life of Shareholder, as identified on Exhibit A --------- attached hereto (the "Specified Insurance Policies"), which insurance provides that upon the death of Shareholder the proceeds of such policy or policies shall be paid to the Corporation.
Seller agrees that, between the date hereof and the Closing Date, Seller shall, and shall cause its Subsidiaries to, maintain any of Specified Insurance Policies in effect as of the date hereof that would cover claims of product liability, product warranty, product recall, product defect and personal injury (other than any failure to maintain such Specified Insurance Policies as a result of an action taken by the insurer outside of the control of Seller or its Subsidiaries).
All material insurance policies maintained by the Company or any of its Subsidiaries, including the Specified Insurance Policies (collectively, the “Company Insurance Policies”), are in full force and effect and all premiums due with respect to all such insurance policies have been paid, and neither the Company nor its Subsidiaries have received written notice of default, cancellation, non-renewal or termination (other than in connection with normal renewals) of any such Company Insurance Policies.
With respect to any Claims under the Specified Insurance Policies that now or in the future relate to or arise out of occurrences prior to or at the Closing (an “Insurance Claim”), Buyer and the members of the Target Group shall have access to, may make claims on, may seek coverage under or claim benefits from, in each case, the Specified Insurance Policies on the terms and conditions of such Specified Insurance Policies.
Each of the SKM Parties and Jacobs shall use reasonable endeavours to make sure that the conditions precedent in clauses 3.1(b) (Regulatory Approval), 3.1(e) (Restraints), 3.1(l) (Specified Insurance Policies) and 3.1(q) (Founder Share) are satisfied by 8.00 am on the Second Court Date.
The conditions precedent in clauses 3.1(b) (Regulatory Approval), 3.1(e) (Restraints), 3.1(l) (Specified Insurance Policies) and 3.1(q) (Founder Share) are for the benefit of SKMM and Jacobs and can only be waived by both SKMM and Jacobs.
As of immediately following the Closing, the Emerald Entities shall have the right to assert claims (including continuing to assert existing and pending claims) under the Insurance Policies set forth on Section 3.20(c) (the “Specified Insurance Policies”) for any loss, liability or damage arising out of insured incidents relating to the Business, in accordance with the terms of such Specified Insurance Policies.
Each of the Company, the Buyer and each Shareholder agrees not to terminate any of the Specified Insurance Policies.
Seller shall, and shall cause its Affiliates to, (a) reasonably cooperate in submitting Insurance Claims on behalf of the Target Group under the Specified Insurance Policies and (b) to pay promptly over to Buyer or a member of the Target Group any and all amounts received by Seller or its Affiliates under the Specified Insurance Policies with respect to Insurance Claims.