Examples of TopBuild Group in a sentence
Except as specifically provided otherwise in this Agreement or any Ancillary Agreement, all costs and expenses incurred by the Masco Group in connection with the Distribution and related transactions shall be paid by Masco, and all costs and expenses incurred by the TopBuild Group in connection with the Distribution and related transactions shall be paid by TopBuild.
If any member of the Masco Group has any rights or claims against a Third Party insurer or other Third Party in connection with or relating to any TopBuild Assumed Action, such member shall, subject to Section 2.04, transfer and assign to the applicable member of the TopBuild Group all such rights or claims and cooperate with the TopBuild Group in connection with the enforcement and collection thereof.
Each member of the TopBuild Group, as appropriate, shall be responsible for all administrative and financial matters relating to insurance policies established and maintained by any member of the TopBuild Group and claims relating to any period at or after the Distribution Time involving any member of the TopBuild Group.
The parties shall use reasonable efforts to settle on or prior to the Distribution Date (to the extent practicable), all intercompany receivables, payables and other balances, in each case, that arise prior to the Distribution Time between members of the Masco Group, on the one hand, and members of the TopBuild Group, on the other hand (“Intercompany Accounts”), by way of capitalization and/or one or more cash payments (whether or not on a net basis) in satisfaction of such amounts.
TopBuild, on behalf of itself and each member of the TopBuild Group, hereby agrees to retain the actuary serving in such capacity as of the date hereof as the sole provider of all actuarial services to TopBuild and every member of the TopBuild Group.
TopBuild further agrees that it shall take all reasonably necessary actions to ensure that such actuary remains the sole provider of all actuarial services to TopBuild and every member of the TopBuild Group through and including December 31, 2015.
In all such instances in which a reference in this Article 5 to “TopBuild” includes a reference to a member of the TopBuild Group, TopBuild shall be responsible to Masco for ensuring that the member of the TopBuild Group complies with the applicable terms of this Agreement.
TopBuild shall cause each of the other members of the TopBuild Group to, effective as of the Distribution Time, release and discharge each of the Masco Indemnitees as and to the same extent as the release and discharge provided by TopBuild pursuant to the foregoing provisions of this Section 6.01(a).
To the extent that any provision of this Agreement is inconsistent with any provision of the TPA Agreement or any other agreement entered into by Masco or TopBuild relating to insurance matters or any other matters described in Article 4, the provision of this Agreement shall control as between each member of the Masco Group, on the one hand, and each member of the TopBuild Group, on the other.
All goodwill associated with the use by the members of the TopBuild Group of the Masco Marks shall inure to the benefit of Masco or its Affiliates, as applicable.