SpinCo Assets definition

SpinCo Assets shall have the meaning set forth in Section 2.2(a).

SpinCo Assets means:

SpinCo Assets has the meaning set forth in the Separation and Distribution Agreement.

Examples of SpinCo Assets in a sentence

• Notwithstanding the foregoing, any such SpinCo Assets or SpinCo Liabilities shall continue to constitute SpinCo Assets and SpinCo Liabilities for all other purposes of this Agreement.

• To the extent permissible under applicable Law, SpinCo hereby waives compliance by each and every member of the Parent Group with the requirements and provisions of any “bulk-sale” or “bulk-transfer” Laws of any jurisdiction that may otherwise be applicable with respect to the transfer or sale of any or all of the SpinCo Assets to any member of the SpinCo Group.

• SpinCo hereby waives compliance by each and every member of the Parent Group with the requirements and provisions of any “bulk-sale” or “bulk-transfer” Laws of any jurisdiction that may otherwise be applicable with respect to the transfer or sale of any or all of the SpinCo Assets to any member of the SpinCo Group.

• All transferred SpinCo Assets and Parent Assets, including transferred Technology, that can be delivered by electronic transmission will be so delivered or made available to SpinCo, Parent or their respective designees (as applicable), in an electronic form to be reasonably determined by the Parties.

• SpinCo hereby waives compliance by each and every member of the Honeywell Group with the requirements and provisions of any “bulk-sale” or “bulk-transfer” Laws of any jurisdiction that may otherwise be applicable with respect to the transfer or sale of any or all of the SpinCo Assets to any member of the SpinCo Group.

More Definitions of SpinCo Assets

SpinCo Assets means, without duplication, the following Assets:

SpinCo Assets means, without duplication:

SpinCo Assets has the meaning set forth in the Distribution Agreement.

SpinCo Assets shall have the meaning set forth in the Separation Agreement.

SpinCo Assets means (without duplication) the following Assets (except to the extent they constitute Excluded Assets):

SpinCo Assets means, without duplication, the following Assets of the Parent Group or the SpinCo Group:

SpinCo Assets means, without duplication: (i) the ownership interests in those Business Entities that are included in the definition of SpinCo Group including those Business Entities set forth on Schedule 1.1(96) in the definition of SpinCo Group; (ii) any and all Assets reflected on the SpinCo Balance Sheet or the accounting records supporting such balance sheet and any Assets acquired by or for SpinCo or any member of the SpinCo Group subsequent to the date of such balance sheet which, had they been so acquired on or before such date and owned as of such date, would have been reflected on such balance sheet if prepared on a consistent basis, subject to any dispositions of any of such Assets subsequent to the date of such balance sheet; (iii) subject to Article IX, any and all rights of any member of the SpinCo Group under any Policies, including any rights thereunder arising after the Distribution Date in respect of any Policies that are occurrence Policies; (iv) the Assets set forth on Schedule 1.1(90)(iv), and any and all Assets that are expressly contemplated by this Agreement or any Ancillary Agreement as Assets which have been or are to be Transferred to or retained by SpinCo or any other member of the SpinCo Group; (v) any and all furnishings and office equipment, including information technology hardware, located at a physical site of which the ownership or leasehold interest is being Transferred to or retained by SpinCo; and (vi) any and all other Assets owned or held immediately prior to the Effective Time by Linn or any of its Subsidiaries (including, prior to the Distribution Date, SpinCo or any of its Subsidiaries) primarily relating to or used in the SpinCo Business. The intention of this clause (viii) is only to rectify any inadvertent omission or Transfer of any Asset that, had the Parties given specific consideration to such Asset as of the date hereof, would have otherwise been classified as a SpinCo Asset. No Asset shall be deemed a SpinCo Asset solely as a result of this clause (vi) unless a claim with respect thereto is made by SpinCo within the applicable time period(s) established by Section 2.4(e). Notwithstanding the foregoing, the SpinCo Assets shall not include any Assets that are expressly contemplated by this Agreement or any Ancillary Agreement (or the Schedules hereto or thereto) as Assets to be retained by or Transferred to any member of the Linn Group.