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.
Sample 1
Separation and Distribution Documents means the Separation and Distribution Agreement, the Tax Sharing and Indemnification Agreement, the Employee Matters Agreement, the IT Services Agreement and any other instruments, assignments, documents and agreements executed in connection with the implementation of the transactions contemplated by any of the foregoing.
Sample 1

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 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.

  • The Company and its Subsidiaries, to the extent that such entity is a party thereto, have duly authorized, executed and delivered each of the Separation and Distribution Documents.

  • 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.

  • 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 Advisor’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 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 has duly authorized, executed and delivered each of the Separation and Distribution Documents.

  • The Advisor had the legal right and power to enter into each of the Separation and Distribution Documents to which it was a party.

  • 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.

Related to Separation and Distribution Documents

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

  • Distribution Agreements means the Amended and Restated Distribution and License Agreements dated as of November 30, 1992 between Bollore and North Atlantic Operating Corporation, Inc., a Delaware corporation and subsidiary of Turning Point, relating to (i) the United States and (ii) Canada, each as amended by a Restated Amendment dated June 25, 1997 and Amendments dated respectively October 22, 1997, October 7, 1999, October 20, 1999, June 19, 2002, February 28, 2005 and April 20, 2006, and the License and Distribution Agreement, dated March 19, 2013, between Bollore and North Atlantic Operating Corporation, Inc., in each case as so amended and as may hereafter be amended, modified or superseded, and any other related agreements between or among such parties.

  • 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.

  • 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.

  • In-Kind Distribution Date means , .

  • Ancillary Agreements means the Assignment and Assumption Agreement, the Transfer Instruments, the Transition Services Agreement and any other agreements, documents, instruments and certificates that are to be delivered by any Party or its Affiliates or entered into between or among the Parties or any of their respective Affiliates, in each case, 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 Second Amended and Restated Limited Liability Company Agreement of the Company, dated as of May 25, 2011, as amended from time to time.

  • 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 and any other documents executed or issued, or to be executed or issued, by or on behalf of the Target and/or Horizon in respect of the Acquisition (but excluding the Loan Documents).

  • Distribution Effective Time means 12:01 a.m., Eastern time, on the Distribution Date.

  • 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.

  • Application Documents means collectively: (i) the grant application submitted by Grantee, including all exhibits, schedules, appendices and attachments thereto; (ii) all documents, correspondence and other written materials submitted in respect of such grant application; and (iii) all amendments, modifications or supplements to any of the foregoing approved in writing by City.