Examples of WhiteWave Business in a sentence
WhiteWave shall promptly pay or reimburse Xxxx Foods, as the case may be, for all costs and expenses associated therewith that are allocated by Xxxx Foods to WhiteWave and its Covered Subsidiaries in accordance with (i) Xxxx Foods’ practice with respect to the WhiteWave Business as of the Contribution Closing, or (ii) the terms of the Transition Services Agreement, as applicable.
WhiteWave shall promptly pay or reimburse Xxxx Foods, as the case may be, for all costs and expenses associated with this coverage that are allocated by Xxxx Foods to WhiteWave and its Covered Subsidiaries in accordance with Xxxx Foods’ practice with respect to the WhiteWave Business as of the Contribution Closing.
Except as otherwise contemplated by this Agreement or any Ancillary Document, prior to the Distribution Date, the parties, at WhiteWave’s expense, shall remove (or, if necessary, on an interim basis cover up) any and all exterior and interior signs and identifiers on any WhiteWave Asset that refer or pertain to any Xxxx Foods Group Member or the Xxxx Foods Business, or on any Xxxx Foods Asset that refer or pertain to WhiteWave or the WhiteWave Business.
Xxxx Foods shall give WhiteWave as much prior notice as reasonably practicable of any proposed determination of, or any significant changes in, Xxxx Foods’ accounting estimates or accounting principles that relate to the WhiteWave Business.
For no less than seven (7) years after the Contribution Closing, Xxxx Foods shall use commercially reasonable efforts to make available to WhiteWave, upon written request, historical insurance loss Information relating to the WhiteWave Business and any other Information relating to Xxxx Foods’ historic insurance program with respect to the WhiteWave Business.
All other information in the IPO Registration Statement (or any related prospectus) shall be deemed supplied by the WhiteWave Business or the WhiteWave Indemnified Parties.
Unless required by Law, WhiteWave shall not publicly release any financial or other information that conflicts with the information with respect to any WhiteWave Group Member or the WhiteWave Business that is included in any Xxxx Foods Public Filing without Xxxx Foods’ prior written consent, which shall not be unreasonably withheld, conditioned or delayed.
WhiteWave shall, and WhiteWave shall cause its respective Group Members and its and their respective Representatives to, hold in strict confidence the confidential and proprietary Information of third Persons to which any WhiteWave Group Member has access, in accordance with the terms of any agreements entered into prior to the Contribution Closing between Xxxx Foods Group Members (whether acting through, on behalf of, or in connection with, the WhiteWave Business) and such third Persons.
Xxxx Foods shall provide WhiteWave with a copy of each proposed Consolidated Return or Combined Return to the extent it relates to the WhiteWave Business for review and comment at least 15 business days prior to the filing of a Consolidated Return or a Combined Return.
Any other Action and/or Third Party Claim but only to the extent arising out of or relating to the WhiteWave Business or the WhiteWave Assets which were initiated prior to the Contribution Closing.