SpinCo Policies definition

SpinCo Policies means all Policies, current or past, which are owned or maintained by or on behalf of NOV or any Subsidiary of NOV, which relate exclusively to the SpinCo Business and which Policies are either maintained by SpinCo or a member of the SpinCo Group or assignable to SpinCo or a member of the SpinCo Group.

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SpinCo Policies means all Policies, current or past, which are owned or maintained by or on behalf of RemainCo or any Subsidiary of RemainCo, which relate exclusively to the SpinCo Business and which Policies are either maintained by SpinCo or a member of the SpinCo Group or assignable to SpinCo or a member of the SpinCo Group.

SpinCo Policies means those Insurance Policies in effect at the Effective Time (a) where the first or primary named insured is a member of the SpinCo Group, (b) that do not provide coverage for any member of Parent Group and (c) that are not Parent Policies. A partial listing of such Insurance Policies, not intended to be comprehensive and for illustration only, is set forth on Schedule 1.14.

Examples of SpinCo Policies in a sentence

• The Class A Holder shall cause SpinCo and its Subsidiaries to maintain the SpinCo Policies in full force and effect for the term of such policies.

• SpinCo shall have the right but not the obligation to pay the premiums, to the extent that PEI does not pay premiums with respect to Retained Liabilities (retrospectively-rated or otherwise), with respect to Shared Policies and the SpinCo Policies, as required under the terms and conditions of the respective Policies, whereupon PEI shall forthwith reimburse SpinCo for that portion of such premiums paid by SpinCo as are attributable to the Retained Liabilities.

• Attachment 1.62 — SpinCo Employees Attachment 1.63(g) — SpinCo Liabilities Attachment 1.64 — SpinCo Policies Attachment 1.81 — VI This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of [·], 2014, is entered into by and between Theravance, Inc., a Delaware corporation (“ParentCo”), and Theravance Biopharma, Inc., a Cayman Islands corporation (“SpinCo”) (each a “Party” and collectively, the “Parties”).

• The SpinCo Policies shall be effective as of the Closing Date and shall continue for the period of time described in Schedule 6.17, as applicable.

• SpinCo shall provide copies of the SpinCo Policies and Procedures, and any changes therein, upon request.

• Attachment 1.62 — SpinCo Employees Attachment 1.63(g) — SpinCo Liabilities Attachment 1.64 — SpinCo Policies Attachment 1.80— UMEC Attachment 1.81 — VI This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of June 1, 2014, is entered into by and between Theravance, Inc., a Delaware corporation (“ParentCo”), and Theravance Biopharma, Inc., a Cayman Islands corporation (“SpinCo”) (each a “Party” and collectively, the “Parties”).

More Definitions of SpinCo Policies

SpinCo Policies means all Policies, current or past, which are owned or maintained by or on behalf of ParentCo or its Subsidiaries, which relate solely to the SpinCo Business and are assignable to SpinCo, as listed on Attachment 1.64.

SpinCo Policies means all Policies, current or past, which are owned or maintained by or on behalf of RemainCo or any Subsidiary of

SpinCo Policies means Policies and claim administration contracts of any kind in place as of the Effective Time for which one or more members of the SpinCo Group are named insureds as of immediately prior to the Effective Time.

SpinCo Policies means those Insurance Policies in effect at the Distribution Effective Time (a) where the first or primary named insured is a member of the SpinCo Group, (b) that do not provide coverage for any member of the Company Group and (c) that are not the Company Policies. A partial listing of such Insurance Policies, not intended to be comprehensive and for illustration only, is set forth on Schedule 1.13.

SpinCo Policies has the meaning set forth in Section 6.17 of the Agreement.

SpinCo Policies. All Policies, current or past, which are owned or maintained by or on behalf of PEI or any of its Affiliates or predecessors, which relate to the SpinCo Business but do not relate to the Retained Business, and which Policies are either maintained by the SpinCo Group or assignable to the SpinCo Group.