New Pyxus Topco definition

New Pyxus Topco shall have the meaning assigned to such term in the preamble.
Sample 1Sample 2Sample 3
New Pyxus Topco shall have the meaning provided in the recitals to this Agreement.
Sample 1

Examples of New Pyxus Topco in a sentence

  • The Fair Market Value of any assets or securities that are required to be valued by this Section 6.01 will be determined by the Board of Directors of New Pyxus Topco whose resolution with respect thereto will be delivered to the Administrative Agent.

  • There are no litigations, investigations, actions, suits or proceedings pending or, to the best knowledge of the Borrower or New Pyxus Topco, threatened (a) with respect to the Transactions or any Loan Document or (b) that has had, or could reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect.

  • Notwithstanding the foregoing, the obligations in this Section 5.01(c) may be satisfied with respect to financial information of New Pyxus Topco and its Subsidiaries by furnishing New Pyxus Topco’s (or any parent entity’s thereof) Form 10-K filed with the SEC.

  • The Board of Directors of New Pyxus Topco may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

  • Notwithstanding the foregoing, the obligations in this Section 5.01(b) may be satisfied with respect to financial information of New Pyxus Topco and its Subsidiaries by furnishing New Pyxus Topco’s (or any parent entity’s thereof) Form 10-Q filed with the SEC.

  • Notwithstanding the foregoing, New Pyxus Topco will not, directly or indirectly, lease all or substantially all of the properties and assets of it and its Restricted Subsidiaries, taken as a whole, in one or more related transactions, to any other Person.

  • There is no action, suit, proceeding, investigation, audit or claim now pending or, to the knowledge of the Borrower or New Pyxus Topco, threatened by any authority regarding any material taxes relating to the Borrower, any Parent Guarantor or any of their Subsidiaries which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

  • None of New Pyxus Topco or any Subsidiary shall have any rights hereunder except as expressly set forth herein (including as set forth in Section 9.3).

  • Upon the execution by any Subsidiary of New Pyxus Topco of an Intercreditor Agreement Joinder, such Subsidiary shall be a party to this Agreement and shall be bound by the provisions hereof to the same extent as the Company and each other Grantor are so bound.

  • The consent by the First Priority Holders to the execution and delivery of the Second Priority Documents to which the First Priority Holders have consented and all loans and other extensions of credit made or deemed made on and after the date hereof by the First Priority Holders to New Pyxus Topco or any Subsidiary shall be deemed to have been given and made in reliance upon this Agreement.

Related to New Pyxus Topco

  • OpCo has the meaning set forth in the Preamble.

  • New Parent shall have the meaning assigned to such term in the definition of the term “Change in Control”.

  • Departing General Partner means a former General Partner from and after the effective date of any withdrawal or removal of such former General Partner pursuant to Section 11.1 or Section 11.2.

  • co-pilot means a pilot operating other than as pilot-in-command, on an aircraft for which more than one pilot is required, but excluding a pilot who is on board the aircraft for the sole purpose of receiving flight instruction for a licence or rating.

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

  • Comcast means Comcast Corporation, a Pennsylvania corporation.

  • Subrecipient Parent DUNS Number means the subrecipient parent organization’s 9-digit Data Universal Numbering System (DUNS) number that appears in the subrecipient’s System for Award Management (SAM) profile, if applicable.

  • Surviving General Partner has the meaning set forth in Section 7.01(d) hereof.

  • IPC means the interim payment certificate issued by the Authority’s Engineer for payment to the Contractor in respect of Contractor’s claims for payment raised in accordance with the provisions of this Agreement;

  • Distributor / Distribution Company means Company(ies), Firm(s), Sole Proprietorship concern(s), individual(s), Banks or any other Financial Institution appointed by the Management Company under intimation to the Trustee for performing any or all of the Distribution Functions and who are registered with MUFAP as Registered Service Providers. The Management Company may itself also performs the Distribution Function.

  • SpinCo 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.

  • Holdco has the meaning set forth in the Preamble.

  • OPC has the meaning specified in the recital of parties to this Agreement.

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

  • Local Distribution Company or “LDC” means a Person licensed by the OEB as a “Distributor” in connection with a Distribution System.

  • DPI means the North Carolina Department of Public Instruction.

  • CSDCC means the China Securities Depository and Clearing Co., Ltd. “CSRC” means the China Securities Regulatory Commission.

  • SoftBank means SoftBank Group Corp., a Japanese kabushiki kaisha.

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

  • GP means Gottbetter & Partners, LLP.

  • EPG means electronic program guide maintained by a DPO on its Digital Distribution Platform which lists the television channels and programs, and scheduling and programming information therein and includes any enhanced electronic guide that allows Subscribers to navigate and select such available channels and programs.

  • Topco has the meaning set forth in the Preamble.

  • ECC means the amount calculated by Contractor for the total cost of all elements of the Work based on this Agreement available at the time(s) that the ECC is prepared. The ECC shall be based on current market rates with reasonable allowance for overhead, profit and price escalation and shall include and consider, without limitation, all alternates and contingencies, designed and specified by A/E and the cost of labor and materials necessary for installation of Owner furnished equipment. The ECC shall include all the cost elements included in the AACC, as defined above, and shall represent Contractor’s best current estimate of the Guaranteed Maximum Price it will propose for the Project based on the information then available. The ECC shall not include Contractor’s Pre-Construction Phase Fee, A/E’s Fees, the cost of the land and rights-of-way, or any other costs that are the direct responsibility of Owner.

  • Stock Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.

  • STP means the temperature of fifteen degrees Celsius (15°C) and at a pressure of one hundred and one decimal three two five kilopascals (101.325 kPa).