Newco I definition

Newco I has the meaning set forth in the recitals.
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Newco I has the meaning set forth in the preamble to this Agreement.
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Newco I has the meaning ascribed to it in the forepart of this Agreement.
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Examples of Newco I in a sentence

  • If Newco I exercises the Redemption Call Right, then on the Automatic Redemption Date or the Redemption Date, as applicable, Newco I will purchase and the Holders will sell all of the Exchangeable Shares then outstanding for the Exchangeable Share Consideration.

  • Subject to clause (ii) below, Parent, Newco I and Newco II shall be entitled to participate at their own expense in the defense and, if Parent, Newco I or Newco II so elects at any time after receipt of such notice, it may assume the defense of any suit brought to enforce any such claim.

  • Each of the Parent, the Operating Partnership, Merger Sub, Newco I and Newco II and each of their respective subsidiaries is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and has all requisite power and authority to own, lease and operate its properties and to carry on its business as now being conducted.

  • If Newco I exercises the Liquidation Call Right, Redemption Call Right or Retraction Call Right and for any reason does not complete the applicable purchase of Exchangeable Shares and deliver the applicable Exchangeable Share Consideration, Parent shall promptly complete the applicable purchase of Exchangeable Shares and deliver the applicable Exchangeable Share Consideration.

  • Each of Parent and Newco I hereby acknowledges receipt from the Holders of good and valuable consideration (and the adequacy thereof) for the grant of the Automatic Exchange Right by Parent and Newco I to the Holders.

  • If Newco I exercises the Liquidation Call Right, on the Liquidation Date Newco I will purchase and the Holders will sell all of the Exchangeable Shares then outstanding for the Exchangeable Share Consideration.

  • The applicable Exchangeable Share Consideration for each such Exchangeable Share so purchased may be satisfied by Parent issuing and Parent or Newco I delivering or causing to be delivered to the relevant Holder, the applicable Exchangeable Share Consideration (less any amounts withheld pursuant to Section 5.14 hereof).

  • In the event of the exercise of the Liquidation Call Right by Newco I, each Holder shall be obligated to sell all the Exchangeable Shares held by the Holder to Newco I on the Liquidation Date upon transfer and payment by Newco I to the Holder of the Liquidation Call Purchase Price.

  • Upon notice from Newco I of any event which requires Newco I to cause to be delivered shares of Parent Common Stock to any Holder of Exchangeable Shares, Parent shall similarly contribute to Newco I or otherwise deliver to Newco I the requisite shares of Parent Common Stock to be received by, and issued to the order of, the former Holder of the surrendered Exchangeable Shares, as Newco I shall direct.

  • Parent and Newco I hereby jointly and severally grant to the Holders the Automatic Exchange Right in accordance with the provisions of this Agreement.


More Definitions of Newco I

Newco I has borrowed certain amounts under the Original Loan Agreement in order to finance the acquisition of an equity ownership interest in Horizon Vision Center, Inc., a Nevada corporation. The Original Parties have agreed in ARTICLE VIII of the Contribution Agreement to certain exclusivity obligations and related terms and conditions. The Original Parties have agreed to hereby amend the Contribution Agreement to provide for: (a) the addition of Prime Refractive and Prime Management as parties to the Contribution Agreement, for only those purposes expressly stated in this Amendment; (b) the execution of a second Loan Agreement which shall create a replacement loan facility that replaces any and every obligation of Prime to advance additional money to any party under the Original Loan Agreement in respect of the Original Development Facility; and (c) the extension of certain provisions of the Contribution Agreement to specifically apply to, benefit, and/or bind Prime Refractive and/or Prime Management, as applicable. Statement of Agreement
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Newco I contained in Section 4.6 with a reference instead to "Prime Refractive".
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Newco I contained in Section 9.3 with a reference instead to "Prime Refractive, Newco I".
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Newco I means Peppertree Acquisition Corp., a Delaware corporation and a ------- wholly-owned subsidiary of the Borrower.
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Related to Newco I

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

  • Acquisition Subsidiary shall have the meaning ascribed to it in the preamble hereto.

  • Holdco has the meaning set forth in the Preamble.

  • Topco has the meaning set forth in the Preamble.

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

  • MergerSub has the meaning set forth in the preamble hereto.

  • MergerCo shall have the meaning set forth in the introductory paragraph to this Agreement.

  • 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.

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

  • Newco Stock means the common stock, par value $.01 per share, of Newco.

  • LMC means Liberty Media Corporation, a Delaware corporation.

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

  • Merger Subsidiary has the meaning set forth in the preamble to this Agreement.

  • Public Company means any Person with a class or series of Voting Stock that is traded on a stock exchange or in the over-the-counter market.

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

  • Spinco Subsidiaries means all direct and indirect Subsidiaries of SpinCo, after giving effect to the Reorganization.

  • New Company has the meaning given to it in Clause 21.3 of the Trust Deed;

  • Intermediate Parent means any Subsidiary of Holdings and of which the Borrower is a subsidiary.

  • Reorganized Company means the domestic stock company into which a mutual company has been converted, converted and merged, or converted and consolidated.

  • 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.”

  • OpCo has the meaning set forth in the Preamble.

  • Parent means a "parent corporation," whether now or hereafter existing, as defined in Section 424(e) of the Code.

  • MCC means Motor Control Centre;

  • UGC means University Grants Commission.

  • Blocker means an employee engaged in one or more of the following operations in a Millinery Sector establishment: