SpinCo Cash Payment. If the Simultaneous Closing is to occur in accordance with Section 2.2(a), (i) Parent shall, substantially concurrently with the Closing, pay to the Company or a SpinCo Entity designated by SpinCo, in immediately available funds, the amount of the SpinCo Cash Payment, for further payment to Matrix in accordance with the terms of the Separation and Distribution Agreement (including as to timing) and (ii) the Company shall not, and may not, incur any indebtedness, obligations or other liabilities under the SpinCo Financing.
Appears in 2 contracts
Samples: Merger Agreement (Meredith Corp), Merger Agreement (IAC/InterActiveCorp)
SpinCo Cash Payment. If the Simultaneous Closing is to occur in accordance with Section 2.2(a), (i) Parent shall, substantially concurrently with the Closing, pay have paid to the Company or a the SpinCo Entity designated by SpinCo, in immediately available funds, the amount of pursuant to Section 6.5 the SpinCo Cash Payment, for further payment to Matrix in accordance with the terms of the Separation and Distribution Agreement (including as with respect to timing) and (ii) the Company shall not, and may not, incur any indebtedness, obligations or other liabilities under the SpinCo Financing).
Appears in 2 contracts
Samples: Merger Agreement (IAC/InterActiveCorp), Merger Agreement (Meredith Corp)