Newco Contracts definition

Newco Contracts means the following contracts and agreements to which either Vornado or Newco or any member their respective Groups is a party or by which it or any member of its Group or any of their respective Assets is bound, whether or not in writing; provided that Newco Contracts shall not include (x) any contract or agreement that is contemplated to be retained by Vornado or any member of the Vornado Group from and after the Effective Time pursuant to any provision of this Agreement or any Ancillary Agreement or (y) any contract or agreement that would constitute Newco Software or Newco Technology:
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Newco Contracts has the meaning set forth in Section 1.05(a)(ix).
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Newco Contracts means any contracts and agreements, other than SLM BankCo Contracts, to which Effective Time Xxxxxx Xxx is a party or by which Effective Time Xxxxxx Mae’s Assets are bound at or prior to the Effective Time, whether or not in writing, including the following:
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Examples of Newco Contracts in a sentence

  • Employee programs listed on the Newco Contracts Schedule will not terminate on the Effective Date and will be assumed by Newco.

  • Promptly following the Separation Date, Fox shall deliver, or shall cause its appropriate Subsidiaries to deliver, to Newco, the Newco Books and Records, Newco Contracts and any other documents that are A&S Assets.

  • Except as provided elsewhere in the Plan, any non-Debtor party to an Executory Contract shall file and serve its objection thereto in writing no later than 4:00 p.m. (prevailing Eastern Time) on the day that is seven (7) days after the Debtors file and serve the Newco Contracts Schedule or the Assumed Contracts Schedule.

  • Seller has made available to Buyer all material non-privileged environmental, health and safety reports, assessments, audits, analyses, records and data prepared by or on behalf of Seller on the Acquired Companies within the last twenty-four months or relating to any of the Asset Groups or the Newco Contracts.

  • No Acquired Company (or, in the case of the Newco Contracts, Affiliate of Seller) is in breach or violation of, or default under, any of the Scheduled Contracts, except where such breaches or violations or defaults would not have a Material Adverse Effect on the Acquired Companies.

  • At the Closing Date, and except as set forth on Schedule 4.22 and other than Assets included in the Excluded Assets, the Acquired Companies will own or lease or otherwise have the right to use assets sufficient for the conduct of their business in the manner such business is being conducted by the Acquired Companies (and, as to the Newco Contracts, by Affiliates of Seller) as of November 1, 2000.

  • A condition to the EffetiveEffective Date is that the aggregate amount of the cure Claims to be paid by Debtors and/or the Fairfield Trust for the Executory Contracts listed on the Newco Contracts Schedule shall not exceed $200,000; Newco shall be responsible for all amounts of cure Claims for the Executory Contracts listed on the Newco Contracts Schedule in excess of $200,000.

  • The Debtors will provide notice of any amendments to the Newco Contracts Schedule or the Assumed Contracts Schedule to the parties to the Executory Contracts added or removed, the Committee and the Capmark Lenders.

  • Prior to the Closing, Seller shall cause its Affiliates to assign to Newco all of the Newco Contracts pursuant to an Assignment in substantially the form attached as Exhibit 6.4.

  • No Acquired Company (or, in the case of the Newco Contracts prior to their respective transfers to Newco, any Affiliate of Seller) has received notice of an allegation by any counterparty to any of the Scheduled Contracts or other Third Party of a breach, violation or default of such contracts by an Acquired Company (or, in the case of the Newco Contracts prior to their respective transfers to Newco, any Affiliate of Seller).


More Definitions of Newco Contracts

Newco Contracts means the contracts and agreements which are identified as “Newco Contracts” in Schedule 4.13 hereto.
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Newco Contracts has the meaning set forth in Section 3.01(a)(vi) of --------------- the Master Separation Agreement.
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Related to Newco Contracts

  • SpinCo Contracts means the following contracts and agreements to which either Party or any member of its Group is a party or by which it or any member of its Group or any of their respective Assets is bound, whether or not in writing:

  • Retained Contracts shall have the meaning set forth in Section 1.2(i).

  • New Contracts means binding new agreements or amendments to existing agreements with customers.

  • Assumed Contracts has the meaning set forth in Section 2.1(d).

  • Transferred Contracts has the meaning ascribed to it in Section 2.1(c).

  • Acquired Contracts has the meaning given in Section 2.1(a).

  • Seller Contracts means all contracts, agreements and leases, other than those that are Governmental Permits, to which Seller is a party and pertain to the ownership, operation or maintenance of the Assets or the Business, including those described on Schedule 1.8.

  • Assigned Contracts has the meaning set forth in Section 2.01(c).

  • Assumed Agreements shall have the meaning as set forth in Section 2.2.

  • sub-contract means the primary contractor’s assigning, leasing, making out work to, or employing, another person to support such primary contractor in the execution of part of a project in terms of the contract;

  • Customer Contracts has the meaning set forth in Section 2.1(b)(ii)(A).

  • Existing Contracts means the existing licenses and contracts given by the Railway Administration / Authority, in relation to commercial establishments, as existing on Station Development Land, as on the date of the Agreement, and as further set out in the Schedules, which shall, for avoidance of doubt, exclude any licenses and/ or contracts in relation to any Excluded Activities and/or Railway Operational Activities;

  • Group contract means a contract for health care services which by its terms limits eligibility to members of a specified group. The group contract may include coverage for dependents.

  • Related Contracts is defined in clause (c) of Section 2.1.

  • Third Party Contracts means any agreements entered into by the Retailer and/or the Customer with any third parties, such as the Transmission Licensee and the MSSL, to enable the Retailer to retail electricity to Contestable Consumers. For the purposes of this Electricity Agreement, Third Party Contracts shall include, but is not limited to, the Retailer Use of Systems Agreement, the Market Support Services Agreement, and the Power System Operator•Market Participant Agreement (as defined under the Market Rules);

  • Assumed Contract has the meaning set forth in Section 2.1(b)(iv).

  • Contracts means all contracts, leases, deeds, mortgages, licenses, instruments, notes, commitments, undertakings, indentures, joint ventures and all other agreements, commitments and legally binding arrangements, whether written or oral.

  • IT Contracts means the contracts (whether or not in writing and including those currently being negotiated) under which any third party provides or will provide any element of, or services relating to, the IT Assets, including leasing, hire purchase, licensing, maintenance, website hosting, outsourcing, security, back-up, disaster recovery, insurance, cloud computing and other types of services agreements.

  • Employment Contracts means Contracts, whether oral or written, relating to a Business Employee, including any communication or practice relating to a Business Employee which imposes any obligation on Seller or any of its Subsidiaries.

  • Sub-contracting means the primary contractor’s assigning or leasing or making out work to, or employing another person to support such primary contractor in the execution of part of a project in terms of the contract.

  • Executory Contracts means executory contracts and unexpired leases as such terms are used in 11 U.S.C. § 365, including all operating leases, capital leases, and contracts to which the Debtor is a party or beneficiary on the Confirmation Date.

  • Project Contracts means collectively this Agreement, the Land Lease Agreement, the Construction Contract, O&M Contracts (if any) and any other material contract (other than the Financing Documents) entered into or may hereafter be entered into by the Concessionaire in connection with the Project;

  • Specified Contracts has the meaning set forth in Section 4.13(a).

  • Business Contracts has the meaning ascribed to it in Section 1.01(a)(v).

  • Affiliate Contracts shall have the meaning set forth in Section 4.11(b).

  • Shared Contracts has the meaning specified in Section 4.12(b).