Retained Names and Marks has the meaning specified in Section 5.07.
SpinCo Business has the meaning set forth in the Separation and Distribution Agreement.
Retained Business means any business now, previously or hereafter conducted by Seller or any of its Subsidiaries or Affiliates other than the Business.
Parent Business has the meaning set forth in the Separation and Distribution Agreement.
Retained Contracts shall have the meaning set forth in Section 1.2(i).
Trade Names means any words, name or symbol used by a Person to identify its business.
Remainco Group means RemainCo and its Subsidiaries, other than the SpinCo Group.
Retained Businesses means all businesses, operations and activities directly or indirectly conducted or formerly conducted by the Seller Group other than the Business (including all businesses, operations and activities related to any dealerships sold or disposed of prior to the date hereof).
Seller Marks has the meaning set forth in Section 6.4.
Retained Group means, in respect of each Seller, that Seller, its subsidiaries and subsidiary undertakings from time to time, any holding company of the Seller and all other subsidiaries or subsidiary undertakings of any such holding company (excluding the Purchaser, that Seller’s Target Company and any subsidiaries or subsidiary undertakings of that Target Company);
Retained Assets has the meaning set forth in Section 2.2.
IP Contracts means all Contracts pursuant to which a party hereto or any of its Affiliates grants or obtains any rights to use Intellectual Property (other than Contracts in which such Intellectual Property is incidental to such Contracts).
Retained asset account means any mechanism whereby the settlement of proceeds payable under a policy or contract is accomplished by the insurer or an entity acting on behalf of the insurer depositing the proceeds into an account with check or draft writing privileges, where those proceeds are retained by the insurer or its agent, pursuant to a supplementary contract not involving annuity benefits other than death benefits.
SpinCo Assets shall have the meaning set forth in Section 2.2(a).
Distribution Business means the business of operating and maintaining a distribution system for supplying electricity in the area of the supply of the Distribution Licensee;
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:
Domain Names means all Internet domain names and associated URL addresses in or to which any Grantor now or hereafter has any right, title or interest.
Transferred IP means the Intellectual Property Rights that are both (a) owned by the Seller or in the case of rights licensed in to Seller by a third party under a Licensed-In Transferred IP Agreement, all of the rights Seller has under such agreement, and (b) embodied in the Transferred Technology.
Business IP means Intellectual Property Rights that are used in and material to the Acquired Business as currently conducted and as currently proposed to be conducted.
Company Business means the business of the Company as presently conducted.
Disclosure Letter means that certain Disclosure Letter, dated as of the Closing Date, executed and delivered by the Borrower to the Administrative Agent, for the benefit of the Lenders.
Distribution Effective Time has the meaning set forth in the Separation Agreement.
Business Contracts has the meaning ascribed to it in Section 1.01(a)(v).
Seller IP means (a) all Intellectual Property Rights in or pertaining to the Seller Products or methods or processes used or incorporated in the Seller Products, and (b) all other Intellectual Property Rights owned by or exclusively licensed to the Seller.
Transferred Business has the meaning ascribed to such term in the Separation Agreement.
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.”