Examples of Vontier Group in a sentence
None of Vontier, any other member of the Vontier Group, or any third party shall have any right or claim to require the consummation of the Distribution, which shall be effected at the sole discretion of the Fortive Board.
At or prior to the Effective Time, in connection with the Distribution, including the transfer of the Vontier Assets to the Vontier Group in the Internal Reorganization whenever made, Vontier shall pay the Consideration to Fortive (or Fortive and Vontier shall take or cause to be taken such other appropriate actions to ensure that Fortive has the requisite number of shares of Vontier Common Stock) and take any other action as may be requested by Fortive in order to effect the Distribution.
Nothing in the Exhibits or Schedules constitutes an admission of any liability or obligation of any member of the Fortive Group or the Vontier Group or any of their respective Affiliates to any third party, nor, with respect to any third party, an admission against the interests of any member of the Fortive Group or the Vontier Group or any of their respective Affiliates.
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 Vontier Employee or other former, current or future employee of the Fortive Group or Vontier Group under any Benefit Arrangement of the Fortive Group or Vontier Group.
Vontier and all members of the Vontier Group shall prepare all Tax Returns in accordance with such written notice.
Vontier and the members of the Vontier Group shall not use the Fortive Retained Names in a manner that may reflect negatively on such name and marks or on Fortive or any member of the Fortive Group.
Nothing in this Agreement shall be deemed to be an amendment to any Fortive Benefit Arrangement or Vontier Benefit Arrangement or to prohibit any member of the Fortive Group or Vontier Group, as the case may be, from amending, modifying or terminating any Fortive Benefit Arrangement or Vontier Benefit Arrangement at any time within its sole discretion.
All Liabilities assumed or retained by a member of the Vontier Group under this Agreement shall be Vontier Liabilities for purposes of the Separation Agreement.
Subject to any adjustment in accordance with this Section 2.13, all cash and cash equivalents held by any member of the Vontier Group as of the Effective Time shall be a Vontier Asset and all cash and cash equivalents held by any member of the Fortive Group as of the Effective Time shall be a Fortive Retained Asset.
Vontier shall indemnify, defend and hold harmless Fortive and the members of the Fortive Group from and against any and all Indemnifiable Losses arising from or relating to the use by any member of the Vontier Group of the Fortive Retained Names pursuant to this Section 4.2(a).