Separation Steps Plans definition

Separation Steps Plans means the Project Waves Tax Strawman Plans prepared by PricewaterhouseCoopers Advisory NV dated 27 May 2020 and the Brazil Addendum dated 29 May 2020, subject to any changes in accordance with Clause 2.19;
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Separation Steps Plans means (a) the draft “Project Apollo Separation Steps Plan” prepared by Ernst & Young LLP and dated 8 July 2020, as may be supplemented, adjusted or amended in accordance with Schedule 13; and (b) such other plans, papers and/or documents as may be agreed between the parties or by the Separation Committee relating to the steps to be taken to implement the Reorganisation;
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Separation Steps Plans means the Final Separation Steps Plan dated 31 August 2021 disclosed in the Data Room at 16.1.15 relating to the steps to be taken to implement the Reorganisation;
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Examples of Separation Steps Plans in a sentence

  • The Seller or Purchaser may, from time to time, notify the Separation Committee of any proposed changes to the agreed terms of any Local Implementation Agreement, the Separation Allocation Chart and the Separation Steps Plans.

Related to Separation Steps Plans

  • Steps Plan means a plan evidenced by Eligible Information contemplating that there will be a series of successions to some or all of the Relevant Obligations of the Reference Entity, by one or more entities.

  • Welfare Plans shall have the meaning set forth in Section 3.2.4.

  • Separation Plan means the Company’s Separation Plan Amended and Restated Effective August 13, 2006, as may be amended from time to time or any successor plan, program, arrangement or agreement thereto.

  • Parent Plans has the meaning set forth in Section 6.4(c).

  • Retirement Plans means the retirement income, supplemental executive retirement, excess benefits and retiree medical, life and similar benefit plans providing retirement perquisites, benefits and service credit for benefits at least as great in the aggregate as are payable thereunder prior to a Change in Control;

  • Separation Transactions means the Contribution, the Distribution and the other transactions contemplated by this Agreement and the Separation Step Plan.

  • Company Share Plans means, collectively, (i) the 2018 Share Incentive Plan of the Company, which replaced the Company’s 2010 Share Incentive Plan in its entirety, and (ii) the Post-IPO Share Incentive Plan of the Company.

  • Separation Time means the close of business on the earlier of (i) the tenth business day (or such later date as the Board of Directors of the Company may from time to time fix by resolution adopted prior to the Separation Time that would otherwise have occurred) after the date on which any Person commences a tender or exchange offer which, if consummated, would result in such Person's becoming an Acquiring Person and (ii) the Flip-in Date; provided, that if the foregoing results in the Separation Time being prior to the Record Time, the Separation Time shall be the Record Time and provided further, that if any tender or exchange offer referred to in clause (i) of this paragraph is cancelled, terminated or otherwise withdrawn prior to the Separation Time without the purchase of any shares of Common Stock pursuant thereto, such offer shall be deemed, for purposes of this paragraph, never to have been made.

  • Company Stock Plans has the meaning set forth in Section 3.02(b).

  • Transferred Employees has the meaning set forth in Section 6.4(a).

  • Company Benefit Plans has the meaning set forth in Section 3.16(a).

  • Pre-Closing Reorganization has the meaning set forth in the Recitals.

  • Returning Employees means those persons listed in a schedule to be agreed by the Parties prior to the end of the Contract Period who it is agreed were employed by the Contractor (and/or any Sub-Contractor) wholly or mainly in the supply of the Services immediately before the end of the Contract Period.

  • Old Plans shall have the meaning set forth in Section 5.11(b).

  • New Plans has the meaning set forth in Section 5.5(b).

  • Company Plans shall have the meaning set forth in Section 3.14(a).

  • Separation shall have the meaning set forth in the Recitals.

  • Newco Scheme means a scheme of arrangement or analogous proceeding (“Scheme of Arrangement”) which effects the interposition of a limited liability company (“Newco”) between the Shareholders immediately prior to the Scheme of Arrangement (the “Existing Shareholders”) and the Company; provided that (i) only ordinary shares or units or equivalent of Newco or depositary or other receipts or certificates representing ordinary shares or units or equivalent of Newco are issued to Existing Shareholders; (ii) immediately after completion of the Scheme of Arrangement the only holders of ordinary shares, units or equivalent of Newco or, as the case may be, the only holders of depositary or other receipts or certificates representing ordinary shares or units or equivalent of Newco, are Existing Shareholders holding in the same proportions as immediately prior to completion of the Scheme of Arrangement (disregarding de minimis holdings by initial subscribers, if applicable); (iii) immediately after completion of the Scheme of Arrangement, Newco is (or one or more wholly-owned Subsidiaries of Newco are) the only shareholder of the Company; (iv) all Subsidiaries of the Company immediately prior to the Scheme of Arrangement (other than Newco, if Newco is then a Subsidiary of the Company) are Subsidiaries of the Company (or of Newco) immediately after completion of the Scheme of Arrangement; and (v) immediately after completion of the Scheme of Arrangement the Company (or Newco) holds, directly or indirectly, the same percentage of the Ordinary Share Capital and Equity Share Capital of those Subsidiaries as was held by the Company immediately prior to the Scheme of Arrangement.

  • Parent Benefit Plans has the meaning set forth in Section 5.07(b).

  • Company Employee Plans has the meaning set forth in Section 3.12(a).

  • Transition Plan means a transition plan, acceptable to the LHIN that indicates how the needs of the HSP’s clients will be met following the termination of this Agreement and how the transition of the clients to new service providers will be effected in a timely manner; and

  • SpinCo Separate Return means any Tax Return of or including any member of the Spinco Group (including any consolidated, combined, or unitary return) that does not include any member of the Remainco Group.

  • Continuing Employees shall have the meaning set forth in Section 6.9(a).

  • Health and Welfare Plans means any plan, fund or program which was established or is maintained for the purpose of providing for its participants or their beneficiaries, through the purchase of insurance or otherwise, medical (including PPO, EPO and HDHP coverages), dental, prescription, vision, short-term disability, long-term disability, life and AD&D, employee assistance, group legal services, wellness, cafeteria (including premium payment, health flexible spending account and dependent care flexible spending account components), travel reimbursement, transportation, or other benefits in the event of sickness, accident, disability, death or unemployment, or vacation benefits, apprenticeship or other training programs or day care centers, scholarship funds, or prepaid legal services, including any such plan, fund or program as defined in Section 3(1) of ERISA.

  • Buyer Benefit Plans has the meaning set forth in Section 6.10(f).

  • Qualified Plans has the meaning set forth in Section 5.20.