Chaparral Parties definition

Chaparral Parties means Chaparral, the direct or indirect Subsidiaries acquired by Chaparral as part of the Transferred Assets and any Subsidiaries formed or acquired after the date hereof.
Sample 1Sample 2Sample 3
Chaparral Parties have the meanings set forth in the Preamble.
Sample 1

Examples of Chaparral Parties in a sentence

  • For a period of three (3) years following the Distribution Date, neither the TXI Parties nor the Chaparral Parties may, and will not permit any of their respective Affiliates or agents to, solicit or recruit for employment any then current exempt salaried, managerial or supervisory employees of the other, without the prior written consent of the other.

  • Each of the Chaparral Parties and its Affiliates, as appropriate, shall be responsible for all administrative and financial matters relating to insurance policies established and maintained by the Chaparral Parties for such claims relating to any period on or after the Distribution.

  • In the event that Chaparral fails to pay any such Insurance Charges when due and payable, whether at the request of the Person entitled to payment or upon demand by TXI, the TXI Parties may (but shall not be required to) pay such Insurance Charges for and on behalf of the Chaparral Parties and, thereafter, Chaparral Parties shall forthwith reimburse TXI for such payment within 30 days.

  • Prior to the Distribution, all of TXI’s designees shall have resigned or been removed as officers and from all Boards of Directors or similar governing bodies of all Chaparral Parties and all of Chaparral’s designees shall have resigned or been removed as officers and from all Boards of Directors or similar governing bodies of all TXI Parties.

  • In asserting and pursuing such coverage and payment, and subject to Section 10.6, TXI shall have sole power and authority to make binding decisions, determinations, commitments and stipulations on its own behalf and on behalf of the Chaparral Parties, which decisions, determinations, commitments and stipulations shall be final and conclusive if reasonably made to maximize the overall economic benefit of the TXI Policies.

  • Prior to or as promptly as practicable after the Distribution, TXI shall deliver to Chaparral all corporate books and records of Chaparral Parties and copies of all corporate books and records of the TXI Parties relating to the Chaparral Business, including in each case all active agreements, litigation files and government filings.

  • In consideration for and simultaneous with the consummation of the transactions described in Section 2.5(b), the Chaparral Parties shall, and hereby do, assume on a joint and several basis, and discharge in accordance with their respective terms, all of the Assumed Liabilities.

  • After the consummation of the transactions set forth in Section 2.5(a), TXI contributed to Chaparral as an additional contribution to capital the capital stock provided in Section 2.1(a)(i), and TXI shall, and shall cause the TXI parties to, transfer all of TXI’s right, title and interest in and to the other Transferred Assets to the appropriate Chaparral Parties.

  • For the avoidance of doubt, the Parties agree to negotiate in good faith the Definitive Documentation that is subject to negotiation and completion, consistent with Sub-Clause (b) of Section 3 of this Agreement, and that notwithstanding anything herein to the contrary, the Definitive Documentation, including any motions or orders related thereto, shall be consistent with this Agreement and otherwise shall be in form and substance acceptable to the Chaparral Parties and the Required Consenting Creditors.

  • Upon entry of the Confirmation Order and assuming due and valid execution and delivery of this Agreement and the other Transaction Agreements by the Commitment Parties, each of the obligations hereunder and thereunder will constitute the valid and legally binding obligations of the Company and the other Chaparral Parties, enforceable against the Company and, to the extent applicable, the other Chaparral Parties, in accordance with their respective terms.

Related to Chaparral Parties

  • SpinCo Entities means the entities, the equity, partnership, membership, limited liability, joint venture or similar interests of which are set forth on Schedule IV under the caption “Joint Ventures and Minority Investments.”

  • Parent Parties has the meaning set forth in ARTICLE V.

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • MergerSub has the meaning set forth in the Preamble.

  • Merger Sub has the meaning set forth in the Preamble.

  • Partnership Parties has the meaning assigned to such term in the preamble.

  • Newco has the meaning set forth in the first paragraph of this Agreement.

  • Atlas means Automated Transportation Logistics Activity System. ATLAS is a computerized information system to which all Shippers have access upon request. ATLAS enables Shippers to nominate and release product and to monitor and coordinate the movement of Petroleum Products while on Carrier's system.

  • MergerCo shall have the meaning set forth in the introductory paragraph to this Agreement.

  • Seller Parties has the meaning set forth in the preamble to this Agreement.

  • BTCo means Bankers Trust Company, in its individual capacity, and any successor corporation thereto by merger, consolidation or otherwise.

  • Company Parties means the collective reference to Holdings and its Restricted Subsidiaries, including the Borrower, and “Company Party” means any one of them.

  • Investor Parties has the meaning set forth in the Preamble.

  • Merger Subsidiary has the meaning set forth in the preamble to this Agreement.

  • WCA means the Workers Compensation Act (British Columbia) and the regulations thereunder.

  • Parent means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.

  • Merger Subs has the meaning set forth in the Preamble.

  • MLP has the meaning given such term in the introduction to this Agreement.

  • Concert Parties means such Persons as are deemed to be Acting in Concert with AbbVie pursuant to Rule 3.3 of Part A of the Takeover Rules.

  • Buyer Parties means Buyer, its respective Affiliates and the former, current or future equity holders and Representatives of each of the foregoing.

  • Selling Parties shall have the meaning specified in the preamble.

  • Buyer Entities means, collectively, Buyer and all Buyer Subsidiaries.