Examples of Tribune Entities in a sentence
The Tribune Entities and the Xxxxxxxx Entities will each pay all of their own respective costs and expenses incident to their negotiation and preparation of this Agreement and to their performance and compliance with all agreements and conditions contained herein on their part to be performed or complied with, including the fees, expenses and disbursements of their counsel and accountants.
If any action at law or suit in equity is instituted by or against a third party with respect to which the Tribune Entities or the Xxxxxxxx Entities intend to claim any liability or expense as Loss or Expense under this Article VIII, the Tribune Entities or the Xxxxxxxx Entities, as the case may be, shall promptly notify the indemnifying party of such action or suit.
In furtherance and not in limitation of the foregoing, the Tribune Entities and the Xxxxxxxx entities agree that their respective rights and obligations in respect of environmental matters as provided herein shall supersede any such rights and obligations any of them may have under existing or future law.
If such consent is not obtained prior to the Closing, or if an attempted assignment thereof would be ineffective or would adversely affect the rights of the assignor or assignee thereunder so that Newsday would not in fact receive all such rights, Tribune Parties shall, and shall cause each of the other Tribune Entities to, use reasonable best efforts so as to cooperate with Newco Sub in order to provide Newco Sub with the benefits thereunder from and after the Closing Date.
Schedule 2.2 lists each Tribune Subsidiary Entity and expressly identifies each direct and indirect wholly-owned Subsidiary of Newsday (it is understood and agreed that Tribune Entities may update Schedule 2.2 from time to time prior to consummation of the Closing in order to add additional Tribune Subsidiary Entities to reflect additional Subsidiaries that own, lease or license Newsday Assets).
If and when any such consents shall be obtained, Tribune Parties shall, and shall cause each other Tribune Entity to, promptly assign its rights thereunder to Newco Sub without payment of consideration and Newco Sub shall, without payment of any consideration therefor, assume from and after the date of such assignment the obligations of Tribune Entities thereunder (other than the obligations thereunder arising as a result of the breach thereof at or prior to (or in connection with) such assignment).
Tribune Parties shall, and shall cause each of the other Tribune Entities to, pay promptly to Newco Sub when received all monies received by any Tribune Entity after the Closing Date under any of the Newsday Contracts or any claim or right or any benefit arising thereunder to the extent that Newco Sub would be entitled thereto pursuant hereto.
The board of directors of Tribune has received the opinion of Citigroup Global Markets Inc., dated the date of this Agreement, to the effect that, as of such date, the $630,000,000 to be received by Tribune Entities in connection with this Agreement and the Newsday Newco Interest, taken together, are fair, from a financial point of view, to Tribune.
You and we acknowledge that there exist certain business relationships (including, without limitation, certain printing and distribution agreements) between one or more Sun Times-Related Entities and one or more Tribune Entities, and that there may, in the future, be other such dealings or relationships (the “Related Party Matters”).