Separation and Distribution Documents definition

Separation and Distribution Documents means each of the following agreements between DuPont and the Company in connection with the separation and distribution to be dated as of or prior to the Distribution Date: the Separation Agreement, the Transition Services Agreement, the Tax Matters Agreement, the Employee Matters Agreement, the Intellectual Property Cross-License Agreement (each as referred to in the Form 10 and the Offering Circular) and any other instruments, assignments, documents and agreements executed in connection with the implementation of the Transactions.

Examples of Separation and Distribution Documents in a sentence

  • There have been no amendments, alterations, modifications or waivers of any of the provisions of any of the Separation and Distribution Documents since their date of execution, and to the Company’s knowledge, there exists no event or condition that would constitute a default or event of default under any of the Separation and Distribution Documents.

  • The Company and its Subsidiaries, to the extent that such entity is a party thereto, had the legal right and power to enter into each of the Separation and Distribution Documents.

  • The lender may require all borrowers and guarantors to sign a mortgage conversion or amending agreement, which will contain all the terms and conditions of the mortgage option selected.

  • The Company has delivered to the Representatives a true and correct copy of each of the executed Separation and Distribution Documents, together with all related agreements and all schedules and exhibits thereto.

  • Comply in all material respects with the requirements of all Laws and all orders, writs, injunctions and decrees applicable to it or to its business or property, and all Separation and Distribution Documents, except if the failure to comply therewith would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

  • Cut and cover tunnel The first sections of the tunnel have been cast.

  • The Company and its subsidiaries and the Predecessor Entities, in each case, to the extent that each such entity is a party thereto, had the legal right and power to enter into each of the Separation and Distribution Documents.

  • The Company has delivered to the Underwriter a true and correct copy of each of the executed Separation and Distribution Documents, together with all related agreements and all schedules and exhibits thereto.

  • The Advisor, to the extent that it is a party thereto, had the legal right and power to enter into each of the Separation and Distribution Documents.

  • Notwithstanding any provision of this Indenture or the Notes, nothing herein or therein shall be deemed to prevent, restrict or otherwise impose limitations on the ability of DuPont, the Company and their respective Subsidiaries to enter into and perform the Transactions (including the Separation and Distribution Documents) and to consummate the separation and distribution and no such action, in and of itself, shall be deemed to constitute or result in a Default or an Event of Default.

Related to Separation and Distribution Documents

  • Separation and Distribution Agreement has the meaning set forth in the Recitals.

  • Distribution Agreements means (i) any and all agreements entered into by a Credit Party, pursuant to which such Credit Party has sold, leased, licensed or assigned distribution rights or other exploitation rights to any Item of Product to an un-Affiliated Person, and (ii) any and all agreements hereafter entered into by a Credit Party pursuant to which such Credit Party sells, leases, licenses or assigns distribution rights or other exploitation rights to an Item of Product to an un-Affiliated Person.

  • Reorganization Documents means the Reorganization Agreement, this Agreement, the Holdco LLC Agreement, the Tax Receivable Agreement, the Exchange Agreement, the Registration Rights Agreement, the Employee Equity Letters, the MIP and the Equity Purchase Agreements.

  • Depositor’s Formation Documents means the Certificate of Formation of Nissan Auto Leasing LLC II, dated as of October 24, 2001 and the Limited Liability Company Agreement of Nissan Auto Leasing LLC II, dated as of October 29, 2001.

  • Fundamental Documents means, with respect to a corporation, the charter and bylaws (each as amended) or, with respect to any other Person, the documents by which such Person (other than an individual) establishes its legal existence or which govern its internal affairs.

  • Distribution Agreement has the meaning set forth in the recitals to this Agreement.

  • Company Ancillary Agreements means, collectively, each certificate to be delivered on behalf of the Company by an officer or officers of the Company at the Closing pursuant to Article VII and each agreement or document (other than this Agreement) that the Company is to enter into as a party thereto pursuant to this Agreement.

  • Amplification, transmission and distribution equipment means, but is not limited to, production,

  • In-Kind Distribution Date means , .

  • Ancillary Agreements means all agreements, certificates and other instruments delivered or given pursuant to this Agreement.

  • Seller Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Seller under this Agreement or in connection herewith.

  • Buyer Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Buyer under this Agreement or in connection herewith.

  • Master Separation Agreement has the meaning set forth in the recitals.

  • Transfer Documents shall have the meaning set forth in Section 2.1(b).

  • Ancillary Agreement has the meaning set forth in the Separation Agreement.

  • Deferred Issuance and Distribution has the meaning assigned to such term in the Partnership Agreement.

  • Separation Agreement has the meaning set forth in the recitals to this Agreement.

  • Reorganization Agreement has the meaning set forth in the recitals.

  • Company LLC Agreement means the Limited Liability Company Agreement of the Company, dated as of October 23, 2006, as amended or restated from time to time.

  • Transmission and distribution system means, with respect to an

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • Acquisition Documents means the Acquisition Agreement, all other agreements to be entered into between or among the Acquired Company or its Affiliates and the Borrower or its Affiliates in connection with the Acquisition and all schedules, exhibits and annexes to each of the foregoing and all side letters, instruments and agreements affecting the terms of the foregoing or entered into in connection therewith.

  • Distribution Effective Time has the meaning set forth in the Separation Agreement.

  • Formation Documents means, collectively, the Issuer LLC Agreement, the Issuer Certificate of Formation and any other document pursuant to which the Issuer is formed or governed, as each may be amended or supplemented from time to time.

  • Liquidating Trust Agreement means an agreement evidencing the terms and provisions governing a Liquidating Trust that shall be entered into prior to the establishment of such Liquidating Trust and pursuant to which a Liquidating Trustee shall manage and administer Liquidating Trust Assets.