SpinCo Entity definition

SpinCo Entity means an Entity that is a member of the SpinCo Group.

SpinCo Entity means any Subsidiary of Spinco immediately after the Effective Time.

SpinCo Entity or “Spinco Entities” means and includes each of Spinco and its Subsidiaries, after giving effect to the Restructuring.

Examples of SpinCo Entity in a sentence

• At some point, Biovail must recoup these losses, and the most likely means is increased drug pricing.

• SpinCo shall not, and shall not permit any SpinCo Entity to, take any action that constitutes (and shall not fail to take an action, the omission of which would result in) a Disqualifying Action described in the definition of SpinCo Disqualifying Action.

• Subject to Section 3.03, Cogint shall pay, and shall indemnify and hold the SpinCo Group harmless from and against, without duplication, (a) all Cogint Taxes, (b) all Taxes incurred by SpinCo or any SpinCo Entity arising out of, attributable to, or resulting from the breach by Cogint of any of its covenants hereunder, and (c) any out-of-pocket costs and expenses related to the foregoing (including reasonable attorneys’ fees and expenses).

• A SpinCo Entity shall timely file such Tax Return and shall timely pay (or cause to be timely paid) any Tax that is due in connection with any such Tax Return.

• No broker, finder, investment banker or other Person is entitled to any brokerage fee, finders’ fee or other similar commission, for which Parent, Merger Sub or any of the SpinCo Entities would be liable in connection with the transactions contemplated by this Agreement or any other Transaction Document based upon arrangements made by or on behalf of any SpinCo Entity.

More Definitions of SpinCo Entity

SpinCo Entity means any Subsidiary of SpinCo from and after the Distribution Time.

SpinCo Entity means SpinCo and each of the entities listed on Exhibit I attached hereto and made a part hereof. It is acknowledged and understood that, from and after the effectiveness of the Separation, the SpinCo Entities will not be Subsidiaries or Affiliates of RemainCo or any of the other RemainCo Entities.

SpinCo Entity means Spinco or any Spinco JV or any entity that is a Subsidiary of Spinco or any Spinco JV following the Distribution.

SpinCo Entity means any member of the SpinCo Group.

SpinCo Entity means an entity which will be a member of the SpinCo Group immediately after the Distribution.

SpinCo Entity means any member of the SpinCo Group (together with each current and former, direct or indirect, subsidiary of any such member (and of any such former subsidiary)), but also includes any entity which was sold or otherwise disposed of or the business of which was discontinued at such time as such entity’s assets, liabilities or results of operations were accounted for within the Power Generation segment of RemainCo and its Subsidiaries (or any predecessor to any such segment). For the avoidance of doubt and in addition to the foregoing, each entity listed on Schedule 1.1(d) is a SpinCo Entity. Notwithstanding the foregoing, none of the entities listed on Schedule 1.1(b) or Schedule 1.1(c) shall be deemed to be a SpinCo Entity.

SpinCo Entity shall have the meaning set forth in Section 2.1(b)(ii)(B).