DivestCo Group definition

DivestCo Group means the Company, each DivestCo NewCo and each DivestCo Transferred Entity (which, for the avoidance of doubt, shall not include any DivestCo Transferred Entity that the Separation Committee determines shall be subject to a Post-Completion Transfer until such time as that entity is transferred (directly or indirectly) to the Company), and “member of the DivestCo Group” shall be construed accordingly;
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Examples of DivestCo Group in a sentence

  • Where applicable law does not provide for the automatic transfer of employment of any International Employee into a member of the DivestCo Group, such International Employee will be a DivestCo Offer Employee and be treated as such in accordance with Clause 15.8(b), noting that terms and conditions for the purposes of this clause shall include the terms and conditions governing their international assignment, where applicable.

  • Further, the Company shall indemnify the Seller from and against any and all Losses arising from any and all uses of the “Coty” xxxx or any other “Excluded Brand” by a DivestCo Group member from and after the Separation Effective Time; provided that the Company shall not be required to indemnify the Seller for any Losses that arise from the Company’s compliance with the Seller’s guidelines.

  • The Seller shall have the right to terminate the licence granted in this Section 18.3, effective immediately upon notice, if the Company, or any DivestCo Group member, fails to comply with the foregoing terms and conditions and does not cure such failure within thirty (30) days following receipt of written notice of such failure.

  • Following expiration or termination of the foregoing licence, neither the Company nor any DivestCo Group member shall have any right to use the Excluded Brands, provided that each DivestCo Group member shall have the right to use its prior name (including, to the extent incorporated into such name, the “Coty” xxxx or any other Excluded Brand) solely for historical reference purposes and as otherwise required by applicable laws or regulations in referencing the DivestCo Group member name.

  • Subject to any requirement of applicable law, the members of the DivestCo Group shall waive any requirement that any RemainCo Offer Employee is required to give notice.

  • If the Seller has, despite its reasonable endeavours, not obtained all required documentation and approvals for any such International Employee, the Seller and Purchaser shall discuss the issue in good faith with a view to reaching a reasonable resolution to procure the transfer of such International Employee to the relevant member of the DivestCo Group.

  • The clients, consumers, suppliers and employees, workers and independent contractors of the DivestCo Group and the RemainCo Group.

  • Any and all goodwill or other rights arising from the use by the Company or any DivestCo Group member of any of the Excluded Brands shall automatically inure to the Seller’s Group.

  • Prior to Completion, the Seller shall use its reasonable endeavours to ensure that all International Employees who require immigration approvals to be employed by a member of the DivestCo Group have obtained all required documentation and approvals (including all necessary work permits and visas) and have (and at the Separation Effective Time will continue to have) the right to work in the DivestCo Business within the relevant jurisdictions.

  • The portion of the Tax Purchase Price allocated to each DivestCo Group Company under the Macro Allocation shall be further allocated among the assets of each DivestCo Group Company in accordance with the methodology set forth in Schedule 10 (the “Micro Allocation”).

Related to DivestCo Group

  • Remainco Group means RemainCo and its Subsidiaries, other than the SpinCo Group.

  • SpinCo Group means (a) prior to the Effective Time, SpinCo and each Person that will be a Subsidiary of SpinCo as of immediately after the Effective Time, including the Transferred Entities, even if, prior to the Effective Time, such Person is not a Subsidiary of SpinCo; and (b) on and after the Effective Time, SpinCo and each Person that is a Subsidiary of SpinCo.

  • Xxxx Group means collectively Xxxx Capital Fund V, L.P., Xxxx Capital Fund V-B, L.P., BCIP Associates, BCIP Trust Associates, L.P. and Xxxxxxxx Street Partners.

  • Parent Group has the meaning set forth in Section 8.03(c).

  • SAP Group means SAP Parent and any of its Associated Companies.

  • SpinCo shall have the meaning set forth in the Preamble.

  • Seller’s Group means the Seller and any company which is, on or after the date of this Agreement, a subsidiary or holding company of the Seller or a subsidiary of a holding company of the Seller, and excludes, for the avoidance of doubt, any Group Company, and "Seller's Group Company" shall be construed accordingly.

  • Xxxxx Group means Xxxxx and any Affiliate of Xxxxx.

  • Retained Group means, in respect of each Seller, that Seller, its subsidiaries and subsidiary undertakings from time to time, any holding company of the Seller and all other subsidiaries or subsidiary undertakings of any such holding company (excluding the Purchaser, that Seller’s Target Company and any subsidiaries or subsidiary undertakings of that Target Company);

  • JV Entity means any joint venture of the Borrower or any Restricted Subsidiary that is not a Subsidiary.

  • 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.”

  • Seller Group means, at any time, the group of companies comprised of Xxxxx Fargo & Company and its subsidiaries at that time.

  • Supplier Group means the Supplier, its Affiliated Companies, its subcontractors and its and their respective employees, officers, directors, representatives, agents and invitees.

  • Transferred Entities means the entities set forth on Schedule 1.5.

  • Client Group means Client, any corporate body of which Client is a subsidiary (as defined by s. 1159 of the Companies Act 2006), any other subsidiary of such corporate body and any subsidiary of Client;

  • Brookfield Group means Brookfield and any Affiliates of Brookfield, other than any member of the BREP Group;

  • DBS Group means DBS Bank Ltd, its subsidiaries, affiliates, branches and related companies.

  • Combined Group means a group of corporations or other entities that files a Combined Return.

  • Customer Group means Customer and any of its Affiliates established and/or doing business in the EEA, or United Kingdom;

  • Group Business Entity means;

  • Purchaser’s Group means the Purchaser, its subsidiaries and subsidiary undertakings, any holding company of the Purchaser and all other subsidiaries of any such holding company from time to time;

  • Target Group means the Target and its Subsidiaries.

  • Xxxxxx Group shall have the meaning set forth in Section 9.2(b) hereof.

  • Promoter Group means such persons and entities constituting the promoter group as per Regulation 2(1)(pp) of the SEBI ICDR Regulations.

  • SpinCo Business has the meaning set forth in the Separation and Distribution Agreement.

  • Verizon means Verizon Communications Inc., a Delaware corporation.