Dutch Newco definition

Dutch Newco has the meaning set forth in the Preamble.
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Dutch Newco means Pool Acquisition Netherlands B.V., a limited liability company duly organised under the laws of the Netherlands with its registered corporate seat in Volendam. Registered under 37096393 at the Trade Register.in Volendam having a registered share capital of EUR 00,000,000.
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Dutch Newco means Xxxxx Partner 1 B.V..
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Examples of Dutch Newco in a sentence

  • NXP shall pay or reimburse Dutch Newco for its portion of the fees within 30 days of the date of invoice.

  • Subject to the terms and conditions of this Agreement, NXP hereby grants to the Dutch Newco Group a non-exclusive, irrevocable, non-terminable, non-transferable (except as set forth in Section 6.10 below), fully-paid, royalty-free license, under the Retained ME/MC and Demod Patents, to make, have made, use, sell, offer for sale, and import any products and to practice any method or process in connection with the exercise of the foregoing license.

  • Any reference in this Agreement to a liability or obligation of a party’s Subsidiary (or, in the case of Dutch Newco, any member of the Dutch Newco Group) shall be deemed to incorporate a reference to an obligation on the part of that party to ensure that the relevant liability is discharged or obligation is performed by the relevant Subsidiary or member of the Dutch Newco Group, as the case may be.

  • NXP hereby agrees to execute such documents of sale, transfer and assignment, including the assignments substantially in the form attached hereto as Exhibits A (Form of Patent Assignment) and B (Form of Trademark Assignment), and, at NXP’s expense, take such other actions, in each case as may be reasonably requested by Dutch Newco to effect the sale, transfer and assignment in and to the Transferred IP.

  • Section 1.1 of the Purchase Agreement is further amended by deleting the phrase ("U.S. Newco" and, collectively with Dutch Newco and French Newco, the "Subsidiary Purchasers") and replacing it with "("U.S. Newco" and, collectively with U.K. Newco, Dutch Newco and French Newco, the "Subsidiary Purchasers")".

  • Notwithstanding anything in this Agreement to the contrary, no member of the Dutch Newco Group shall modify or create derivative works of the Trimedia Core instruction set architecture that is licensed to the Dutch Newco Group under Section 2.3.

  • Dutch Newco agrees that, as between Dutch Newco and NXP, NXP is the sole and exclusive owner of all right, title and interest in and to the Retained IP, and that under this Agreement, Dutch Newco acquires no right, title or interest in or to any of the foregoing, other than the rights expressly granted hereunder.

  • Dutch Newco agrees, on behalf of itself and the Dutch Newco Group, not to use any of the Acquired [****] Technology in connection with the [****] and [****] markets until[****], and NXP, on behalf of itself and its Affiliates, hereby covenants to the same.

  • NXP agrees that, as between NXP and Dutch Newco, as of the Closing, Dutch Newco is the sole and exclusive owner of all right, title and interest in and to the Transferred IP, and that, under this Agreement, NXP acquires no right, title or interest in or to any of the foregoing, other than the rights expressly granted hereunder.

  • Dutch Newco Group shall make and keep available to NXP and its Subsidiaries the physical embodiments of the Shared Masks at Taiwan Semiconductor Manufacturing Company (“TSMC”).


More Definitions of Dutch Newco

Dutch Newco means Carbon Acquisition Co B.V., a private limited liability company incorporated under the laws of the Netherlands with its statutory seat in Amsterdam, the Netherlands and registered with the Dutch trade register under number 6624956, and a direct, wholly-owned Subsidiary of Dutch Holdco.”
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Dutch Newco shall have the meaning set forth in the recitals to this Agreement.
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Dutch Newco means a Subsidiary of OLLC organized under the laws of the Netherlands and which becomes a Guarantor hereunder after the Closing Date pursuant to, and in accordance with, Section 6.13 hereof.
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Dutch Newco means Ziggo Deelnemingen B.V..
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Related to Dutch Newco

  • Bidco means a business and industrial development company licensed under this act. The term includes a business development enterprise.

  • subsidiary undertaking means an undertaking controlled by a parent undertaking, including any subsidiary undertaking of an ultimate parent undertaking;

  • Subco means 1102209 B.C. LTD., a corporation incorporated under the laws of the Province of British Columbia;

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

  • New Holdco means the direct or indirect Subsidiary of the Ultimate Parent following the Post-Closing Reorganizations.

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

  • Topco has the meaning set out in the Preamble;

  • Holdco has the meaning set forth in the Preamble.

  • OpCo has the meaning set forth in the Preamble.

  • Exempt Newco Scheme means a Newco Scheme where, immediately after completion of the relevant Scheme of Arrangement, the ordinary shares or units or equivalent of Newco (or depositary or other receipts or certificates representing ordinary shares or units or equivalent of Newco) are (i) admitted to trading on the Relevant Stock Exchange or (ii) admitted to listing on such other Regulated Market as the Issuer or Newco may determine;

  • parent undertaking means a parent undertaking as defined in point (15)(a) of Article 4(1) of Regulation (EU) No 575/2013;

  • UK Subsidiary means a Subsidiary organized under the laws of England and Wales.

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

  • Foreign Subsidiary Holdco means any Restricted Subsidiary which is organized under the laws of the United States (as defined for purposes of Section 956 of the Code) that has no material assets other than the Capital Stock and, if any, Indebtedness of (1) one or more Foreign Subsidiaries that are “controlled foreign corporations” as defined by Section 957 of the Code or (2) any other Foreign Subsidiary Holdco.

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

  • Foreign Subsidiary Holding Company means any Domestic Subsidiary that is a direct parent of one or more Foreign Subsidiaries and holds, directly or indirectly, no other assets other than Equity Interests of Foreign Subsidiaries and other de minimis assets related thereto.

  • Cayman Companies Act means the Companies Act (As Revised) of the Cayman Islands.

  • Australian Subsidiary means any Subsidiary that is organized under the laws of Australia or any territory thereof.

  • Newco Scheme means a scheme of arrangement or analogous proceeding (“Scheme of Arrangement”) which effects the interposition of a limited liability company (“Newco”) between the Shareholders immediately prior to the Scheme of Arrangement (the “Existing Shareholders”) and the Company; provided that (i) only ordinary shares or units or equivalent of Newco or depositary or other receipts or certificates representing ordinary shares or units or equivalent of Newco are issued to Existing Shareholders; (ii) immediately after completion of the Scheme of Arrangement the only holders of ordinary shares, units or equivalent of Newco or, as the case may be, the only holders of depositary or other receipts or certificates representing ordinary shares or units or equivalent of Newco, are Existing Shareholders holding in the same proportions as immediately prior to completion of the Scheme of Arrangement (disregarding de minimis holdings by initial subscribers, if applicable); (iii) immediately after completion of the Scheme of Arrangement, Newco is (or one or more wholly-owned Subsidiaries of Newco are) the only shareholder of the Company; (iv) all Subsidiaries of the Company immediately prior to the Scheme of Arrangement (other than Newco, if Newco is then a Subsidiary of the Company) are Subsidiaries of the Company (or of Newco) immediately after completion of the Scheme of Arrangement; and (v) immediately after completion of the Scheme of Arrangement the Company (or Newco) holds, directly or indirectly, the same percentage of the Ordinary Share Capital and Equity Share Capital of those Subsidiaries as was held by the Company immediately prior to the Scheme of Arrangement.

  • JV Subsidiary any Subsidiary of a Group Member which is not a Wholly Owned Subsidiary and as to which the business and management thereof is jointly controlled by the holders of the Capital Stock therein pursuant to customary joint venture arrangements.

  • Luxco is defined in the Preamble.

  • Canadian Subsidiary means any Subsidiary that is organized under the laws of Canada or any province or territory thereof.

  • Wholly-Owned Foreign Subsidiary means, as to any Person, any Wholly-Owned Subsidiary of such Person which is a Foreign Subsidiary.

  • Controlled Subsidiary means any Subsidiary of the Company, 50% or more of the outstanding equity interests of which are owned by the Company and its direct or indirect Subsidiaries and of which the Company possesses, directly or indirectly, the power to direct or cause the direction of the management or policies, whether through the ownership of voting equity interests, by agreement or otherwise.

  • Parent Company Guarantee means a parent company guarantee to be delivered by the Supplier pursuant to Clause 5.6;

  • SCA means Security Capital Assurance Ltd, a Bermuda limited liability company.