Spinco Companies definition
Examples of Spinco Companies in a sentence
The Shared Contracts (Spinco Companies) shall be transferred and novated to the Spinco Companies as Transferred Assets, pursuant to the terms and conditions of the Separation Agreement and the other Transaction Documents.
If the Governmental Authority refuses to reverse its decision, the Parties shall promptly meet to discuss alternative means to allow the Parties to fulfill their respective obligations under such Shared Contract (Spinco Companies).
Without limiting the foregoing, the term “Proprietary Information” shall include all pricing data and information disclosed by any Party, including any such data or information disclosed in connection with a Shared Contract (Spinco Companies) under this Agreement.
To the extent that, under the terms of any Shared Contracts (Spinco Companies) or Orders, rights in Intellectual Property are required to be granted to or otherwise made available to the U.S. Government, the Parties shall use reasonable best efforts to provide such rights under the terms and conditions of customary license or other agreements.
Spinco shall provide Parent with prompt written notice of any termination, amendment or modification of any Shared Contract (Spinco Companies) or any related Orders under which work is being performed by the Parent Business that affects Parent’s rights and obligations hereunder in any material respect.
The Parties acknowledge that certain Shared Contracts (Spinco Companies) require Spinco (or its applicable Subsidiaries) to obtain the consent of a Governmental Authority to subcontract a portion of the work.
Without limiting the foregoing, the Receiving Party shall not use or disclose any pricing data or information of an Originating Party in any Bid or proposal, other than in connection with proposals submitted under a Shared Contract (Spinco Companies) in accordance with this Agreement.
The Company will reimburse Spinco and each of the Spinco Companies for any recovery obtained by it pursuant to such claims.
The obligations under this Article V of each of Spinco and the Spinco Companies, on the one hand, and the Company and the Retained Subsidiaries, on the other hand, shall survive the sale or other transfer by it of any Assets or businesses or the assignment by it of any Liabilities.
Notwithstanding any provision of this Agreement or the Services Schedules, the Parties acknowledge and agree that with respect to all telecommunications Services provided under this Agreement (as are specifically designated on the applicable Services Schedules), Parent is only acting to pass through such Services from the applicable telecommunications service vendor, and shall not be deemed to be providing such telecommunications Services to the Spinco Companies or any of the Spinco Business Employees.