Internal Reorganization Plan definition

Internal Reorganization Plan means the step plan set forth on Schedule 1.01(a), as it may be updated in accordance with Section 2.01(c).
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Internal Reorganization Plan means all of the transactions, other than the Distribution, (x) described in the step plan delivered by NCR to ATMCo on [•], 2023, as it may be amended by NCR from time to time prior to the Distribution and (y) with respect to the Transfer of Intellectual Property, as determined by NCR prior to the Distribution in its sole discretion.
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Internal Reorganization Plan has the meaning set forth in the Separation and Distribution Agreement.
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Examples of Internal Reorganization Plan in a sentence

  • The Sellers shall have implemented (i) the ISG Reorganization in substantial conformity with the ISG Reorganization Plan, and (ii) the Internal Reorganization in substantial conformity with the Internal Reorganization Plan.

  • The Sellers and the Company shall, and shall cause their Subsidiaries to, effect and consummate the Internal Reorganization in substantial conformity with the Internal Reorganization Plan, which is incorporated by reference herein, prior to the Closing.

  • Pluto shall promptly provide to Spinco and Utah a true and accurate copy of any amendment or modification to the Internal Reorganization Plan.

  • Subject to the terms and conditions of this Agreement, including Section 4.4 and Section 4.5, the Parties shall use, and shall cause their respective Affiliates to use, their respective commercially reasonable efforts to consummate the transactions contemplated hereby, a portion of which have already been implemented prior to the date hereof, including the Internal Reorganization Plan.

  • Without limiting any other provision hereof, in connection with the reorganization contemplated by Section 2.01(a), each of Pluto and Spinco will take, and will cause each member of its respective Group to take, such actions as are reasonably necessary to consummate the transactions expressly contemplated by the Internal Reorganization Plan (whether prior to, at or after the Distribution Time), in each case at the sole cost and expense of Pluto.

  • No later than fifteen (15) Business Days prior to the Distribution Effective Time, LMC shall provide RMT Parent with its final Internal Reorganization Plan (the “Final Internal Reorganization Plan”), including LMC’s proposed Tax treatment thereof, and the transactions set forth in the Final Internal Reorganization Plan shall constitute the Internal Reorganization for purposes of the Transaction Documents.

  • The Parties acknowledge and agree that except as otherwise expressly set forth in the Internal Reorganization Plan or as otherwise determined by Seller in accordance with this Section 5.13, the Internal Reorganization shall be effected as of immediately prior to the Closing.

  • Strategic documents In most horizontal strategic documents (for example, Montenegro Development Directions 2015-2018, Montenegro EU Accession Program 2016-2018, the Public Sector Internal Reorganization Plan, Fiscal Strategy), public administration reform has been recognized as a priority, although in certain elements there is insufficient coherence between those documents, when it comes to the reform concerned.

  • Without limiting any other provision hereof, in connection with the reorganization contemplated by Section 2.01(a) , each of Pluto and Spinco will take, and will cause each member of its respective Group to take, such actions as are reasonably necessary to consummate the transactions expressly contemplated by the Internal Reorganization Plan (whether prior to, at or after the Distribution Time), in each case at the sole cost and expense of Pluto.

  • Section 2.12(a) of the Seller Disclosure Schedules sets forth each Consent under any Material Contract as of the date hereof required in order to assign or transfer (or attempt to assign or transfer) any Transferred Asset (i) to Buyer pursuant to this Agreement or (ii) to a Transferred Group Company pursuant to the Internal Reorganization Plan.


More Definitions of Internal Reorganization Plan

Internal Reorganization Plan means the step plan set forth on Schedule 1.01(a) , as it may be updated in accordance with Section 2.01(c) .
Sample 1
Internal Reorganization Plan means the steps plan outlining the transactions and events constituting the Internal Reorganization, set forth in Exhibit E attached hereto, as it may be amended from time to time in accordance with Section 5.13.
Sample 1
Internal Reorganization Plan means all of the transactions, other than the Distribution, (x) described in the step plan delivered by NCR to ATMCo on [ ], 2023, as it may be amended by NCR from time to time prior to the Distribution and (y) with respect to the Transfer of Intellectual Property, as determined by NCR prior to the Distribution in its sole discretion.
Sample 1

Related to Internal Reorganization Plan

  • Internal Reorganization has the meaning set forth in the Separation Agreement.

  • Reorganization Plan means a plan of reorganization in any of the Cases.

  • Internal Restructuring shall have the meaning set forth in Section 7.02(f) of this Agreement.

  • Corporate Reorganization means any change in the legal existence of any Subject Entity (other than a Capital Reorganization) including by way of amalgamation, merger, winding up, continuance or plan of arrangement.

  • Internal Distribution has the meaning set forth in the recitals.

  • Capital Reorganization has the meaning ascribed thereto in subsection 2.12(4);

  • Steps Plan means a plan evidenced by Eligible Information contemplating that there will be a series of successions to some or all of the Relevant Obligations of the Reference Entity, by one or more entities.

  • Common Share Reorganization has the meaning set forth in Section 4.1;

  • Pre-Acquisition Reorganization has the meaning set out in Section 6.8;

  • Chapter 11 Plan means a plan of reorganization or liquidation filed in any of the Chapter 11 Cases under Section 1121 of the Bankruptcy Code.

  • Reorganization Transaction see clause (d) of the definition of “Change of Control.”

  • Reorganization Transactions shall have the meaning set forth in the Recitals.

  • Business Benefit Plan means each Benefit Plan that is contributed to, sponsored, maintained or entered into by Seller or a Retained Subsidiary, a Purchased Subsidiary or any Affiliate of any of them for the benefit of any Business Employee.

  • Spinoff means a transaction in which the Transferor Plan transfers only part of its assets and/or liabilities to the Transferee Plan. The Transferee Plan may be a New Plan that is created in the Spinoff, or it may be a preexisting plan that simply receives part of the assets and/or liabilities of the Transferor Plan.

  • Separation Plan means the Company’s Separation Plan Amended and Restated Effective August 13, 2006, as may be amended from time to time or any successor plan, program, arrangement or agreement thereto.

  • Pre-Closing Reorganization has the meaning set forth in the Recitals.

  • Business Transaction means any initial merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses involving the Company.

  • EHC plan means an Education, Health and Care plan made under sections 37(2) of the Children and Families Act 2014.

  • Internal Control Event means a material weakness in, or fraud that involves management or other employees who have a significant role in, the Company’s internal controls over financial reporting, in each case as described in the Securities Laws.

  • Company Merger has the meaning specified in the Recitals hereto.

  • Health benefit plan means a policy, contract, certificate or agreement offered or issued by a health carrier to provide, deliver, arrange for, pay for or reimburse any of the costs of health care services.

  • RBC plan means a comprehensive financial plan containing the elements specified in K.S.A. 40-2c06, and amendments thereto. If the commissioner rejects the RBC plan, and it is revised by the insurer, with or without the commissioner's recommendation, the plan shall be called the "revised RBC plan."

  • Implementation Plan means the schedule included in the Statement of Work setting forth the sequence of events for the performance of Services under the Statement of Work, including the Milestones and Milestone Dates.

  • Reorganization Agreement has the meaning set forth in the recitals.

  • Group health benefit plan means any health care plan, subscription contract, evidence of

  • Non-U.S. Benefit Plan has the meaning set forth in Section 3.20(a).