Certain Issuances of SpinCo Capital Stock. If SpinCo proposes to enter into any Section 8.02(d) Acquisition Transaction or, to the extent SpinCo has the right to prohibit any Section 8.02(d) Acquisition Transaction, proposes to permit any Section 8.02(d) Acquisition Transaction to occur, in each case, during the period from the date hereof until the first day after the two-year anniversary of the Distribution Date, SpinCo shall provide Parent, no later than ten days following the signing of any written agreement with respect to the Section 8.02(d) Acquisition Transaction, with a written description of such transaction (including the type and amount of SpinCo Capital Stock to be issued in such transaction) and a certificate of the Board of Directors of SpinCo to the effect that the Section 8.02(d) Acquisition Transaction is not a Proposed Acquisition Transaction or any other transaction to which the requirements of Section 8.02(c) apply (a “Board Certificate”).
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Samples: Tax Matters Agreement (Cars.com Inc.), Tax Matters Agreement (Cars.com Inc.), Tax Matters Agreement (Tegna Inc)
Certain Issuances of SpinCo Capital Stock. If SpinCo proposes to enter into any Section 8.02(d7.02(e) Acquisition Transaction or, to the extent SpinCo has the right to prohibit any Section 8.02(d7.02(e) Acquisition Transaction, proposes to permit any Section 8.02(d7.02(e) Acquisition Transaction to occur, in each case, during the period from the date hereof until the first day after the two-year anniversary of the Distribution Date, SpinCo shall provide ParentDistributing, no later than ten (10) days following the signing of any written agreement with respect to the Section 8.02(d7.02(e) Acquisition Transaction, with a written description of such transaction (including the type and amount of SpinCo Capital Stock to be issued in such transaction) and a certificate of the Board of Directors of SpinCo to the effect that the Section 8.02(d7.02(e) Acquisition Transaction is not a Proposed Acquisition Transaction or any other transaction to which the requirements of Section 8.02(c7.02(d) apply (a “Board Certificate”).
Appears in 5 contracts
Samples: Tax Sharing Agreement (Harvard Bioscience Inc), Tax Sharing Agreement (SunCoke Energy, Inc.), Tax Sharing Agreement (Harvard Apparatus Regenerative Technology, Inc.)
Certain Issuances of SpinCo Capital Stock. If SpinCo proposes to enter into any Section 8.02(d7.02(e) Acquisition Transaction or, to the extent SpinCo has the right to prohibit any Section 8.02(d7.02(e) Acquisition Transaction, proposes to permit any Section 8.02(d7.02(e) Acquisition Transaction to occur, in each case, during the period from the date hereof until the first day after the two-year anniversary of the Distribution Date, SpinCo shall provide Parent, no later than ten (10) days following the signing of any written agreement with respect to the Section 8.02(d7.02(e) Acquisition Transaction, with a written description of such transaction (including the type and amount of SpinCo Capital Stock to be issued in such transaction) and a certificate of the Board of Directors of SpinCo to the effect that the Section 8.02(d7.02(e) Acquisition Transaction is not a Proposed Acquisition Transaction or any other transaction to which the requirements of Section 8.02(c7.02(d) apply (a “Board Certificate”).
Appears in 4 contracts
Samples: Tax Matters Agreement (Vestis Corp), Tax Matters Agreement (Aramark), Tax Matters Agreement (Vestis Corp)
Certain Issuances of SpinCo Capital Stock. If SpinCo proposes to enter into any Section 8.02(d7.02(e) Acquisition Transaction or, to the extent SpinCo has the right to prohibit any Section 8.02(d7.02(e) Acquisition Transaction, proposes to permit any Section 8.02(d7.02(e) Acquisition Transaction to occur, in each case, during the period from the date hereof until the first day after the two-year anniversary of the Distribution DateRestriction Period, SpinCo shall provide Parent, no later than ten days following the signing of any written agreement with respect to the Section 8.02(d7.02(e) Acquisition Transaction, with a written description of such transaction (including the type and amount of SpinCo Capital Stock to be issued in such transaction) and a certificate of the Board of Directors Chief Financial Officer of SpinCo to the effect that the Section 8.02(d7.02(e) Acquisition Transaction is not a Proposed Acquisition Transaction or any other transaction to which the requirements of Section 8.02(c7.02(d) apply (a “Board CFO Certificate”).
Appears in 4 contracts
Samples: Tax Matters Agreement, Tax Matters Agreement (Varian Medical Systems Inc), Tax Matters Agreement (Varex Imaging Corp)
Certain Issuances of SpinCo Capital Stock. If SpinCo proposes to enter into any Section 8.02(d7.02(e) Acquisition Transaction or, to the extent SpinCo has the right to prohibit any Section 8.02(d7.02(e) Acquisition Transaction, proposes to permit any Section 8.02(d7.02(e) Acquisition Transaction to occur, in each case, during the period from the date hereof until the first day after the two-year anniversary of the Distribution DateRestriction Period, SpinCo shall provide ParentEPC, no later than ten days following the signing of any written agreement with respect to the Section 8.02(d7.02(e) Acquisition Transaction, with a written description of such transaction (including the type and amount of SpinCo Capital Stock to be issued in such transaction) and a certificate of the Board of Directors Chief Financial Officer of SpinCo to the effect that the Section 8.02(d7.02(e) Acquisition Transaction is not a Proposed Acquisition Transaction or any other transaction to which the requirements of Section 8.02(c7.02(d) apply (a “Board CFO Certificate”).
Appears in 3 contracts
Samples: Tax Matters Agreement, Tax Matters Agreement (Energizer SpinCo, Inc.), Tax Matters Agreement (Energizer SpinCo, Inc.)
Certain Issuances of SpinCo Capital Stock. If SpinCo proposes to enter into any Section 8.02(d7.02(e) Acquisition Transaction or, to the extent SpinCo has the right to prohibit any Section 8.02(d7.02(e) Acquisition Transaction, proposes to permit any Section 8.02(d7.02(e) Acquisition Transaction to occur, in each case, during the period from the date hereof until the first day after the two-year anniversary of the Distribution Date, SpinCo shall provide ParentMotorola, no later than ten days following the signing of any written agreement with respect to the Section 8.02(d7.02(e) Acquisition Transaction, with a written description of such transaction (including the type and amount of SpinCo Capital Stock to be issued in such transaction) and a certificate of the Board of Directors of SpinCo to the effect that the Section 8.02(d7.02(e) Acquisition Transaction is not a Proposed Acquisition Transaction or any other transaction to which the requirements of Section 8.02(c7.02(d) apply (a “Board Certificate”).
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Samples: Tax Sharing Agreement (Motorola SpinCo Holdings Corp)
Certain Issuances of SpinCo Capital Stock. If SpinCo Spinco proposes to enter into any Section 8.02(d6.01(d) Acquisition Transaction or, to the extent SpinCo Spinco has the right to prohibit any Section 8.02(d6.01(d) Acquisition Transaction, proposes to permit any Section 8.02(d6.01(d) Acquisition Transaction to occur, in each case, during the period from the date hereof until the first day Business Day after the two-year anniversary of the final Distribution Date, SpinCo Spinco shall provide Parent, no later than ten days Business Days following the signing of any written agreement with respect to the Section 8.02(d6.01(d) Acquisition Transaction, with a written description of such transaction (including the type and amount of SpinCo Spinco Capital Stock to be issued in such transaction) and a certificate of the Board board of Directors directors of SpinCo Spinco to the effect that the Section 8.02(d6.01(d) Acquisition Transaction is not a Proposed Acquisition Transaction or any other transaction to which the requirements of Section 8.02(c6.01(c) apply (a “Board Certificate”).
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Certain Issuances of SpinCo Capital Stock. If SpinCo Spinco proposes to enter into any Section 8.02(d6.01(d) Acquisition Transaction or, to the extent SpinCo Spinco has the right to prohibit any Section 8.02(d6.01(d) Acquisition Transaction, proposes to permit any Section 8.02(d6.01(d) Acquisition Transaction to occur, in each case, during the period from the date hereof until the first day Business Day after the two-year anniversary of the final Distribution Date, SpinCo Spinco shall provide Parent, no later than ten days Business Days following the signing of any written agreement with respect to the Section 8.02(d6.01(d) Acquisition Transaction, with a written description of such transaction (including the type and amount of SpinCo Spinco Capital Stock to be issued in such transaction) and a certificate of the Board of Directors of SpinCo Spinco to the effect that the Section 8.02(d6.01(d) Acquisition Transaction is not a Proposed Acquisition Transaction or any other transaction to which the requirements of Section 8.02(c6.01(c) apply (a “Board Certificate”).
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