Scheduled RemainCo Guarantees for the SpinCo Business means the guarantees of RemainCo set forth on Schedule 1.1(f).
SpinCo Business has the meaning set forth in the Separation and Distribution Agreement.
SpinCo Balance Sheet means the pro forma combined balance sheet of the SpinCo Business, including any notes and subledgers thereto, as of June 30, 2018, as presented in the Information Statement made available to the Record Holders.
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:
Key Sub-Contract means each Sub-Contract with a Key Sub-Contractor;
Scheduled Construction Period means the period commencing from the Appointed Date and ending on Scheduled Completion Date;
Scheduled Reference Date means any original date that, but for the occurrence of an event causing a Disrupted Day, would have been a Reference Date.
Make-Whole Fundamental Change Period shall have the meaning specified in Section 14.03(a).
Post-Deconsolidation Period means any Tax Period beginning after the Deconsolidation Date, and, in the case of any Straddle Period, the portion of such Straddle Period beginning the day after the Deconsolidation Date.
Transition Services Agreement means the transition services agreement substantially in the form attached hereto as Exhibit B.
Employee Matters Agreement means the Employee Matters Agreement to be entered into by and between Parent and SpinCo or the members of their respective Groups in connection with the Separation, the Distribution or the other transactions contemplated by this Agreement, as it may be amended from time to time.
Restructuring Period means, whether or not there are Rated Securities at the time a Restructuring Event occurs, the period of 45 days starting from and including the day on which that Restructuring Event occurs.
Group Member Agreement means the partnership agreement of any Group Member, other than the Partnership, that is a limited or general partnership, the limited liability company agreement of any Group Member that is a limited liability company, the certificate of incorporation and bylaws or similar organizational documents of any Group Member that is a corporation, the joint venture agreement or similar governing document of any Group Member that is a joint venture and the governing or organizational or similar documents of any other Group Member that is a Person other than a limited or general partnership, limited liability company, corporation or joint venture, as such may be amended, supplemented or restated from time to time.
Transitional Services Agreement shall have the meaning ascribed in Section 6.12.
transitional period means the period starting on the commencement date and ending three months after that date.
SpinCo Assets shall have the meaning set forth in Section 2.2(a).
Off-Balance Sheet Arrangement means any transaction, agreement or other contractual arrangement to which an entity unconsolidated with the Borrower is a party, under which the Borrower has:
CMPPA Agreement means the CMPPA Agreement between the SSA and CHHS.
Remainco Group means RemainCo and its Subsidiaries, other than the SpinCo Group.
Pre-Deconsolidation Period means any Tax Period ending on or before the Deconsolidation Date, and, in the case of any Straddle Period, the portion of such Straddle Period ending on the Deconsolidation Date.
Collective agreement year means each twelve (12) month period commencing on the first day of the renewed collective agreement. For example, the collective agreement year for a collective agreement that commences on April 1, 2014 is April 1, 2014 to March 31, 2015 and each period from April 1 to March 31 for the term of the collective agreement.
Elimination Period means the period of 6 months beginning on the date You become Disabled.
Contract Transition Period means the 90 day transition as defined in Section F of this Contract.
Transition Services Agreements has the meaning set forth in Section 7.01(h).
Distribution Effective Time has the meaning set forth in the Separation Agreement.
Basic generation service transition costs means the amount by
Make-Whole Fundamental Change Effective Date means (A) with respect to a Make-Whole Fundamental Change pursuant to clause (A) of the definition thereof, the date on which such Make-Whole Fundamental Change occurs or becomes effective; and (B) with respect to a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof, the applicable Redemption Notice Date.