SpinCo Policies definition

SpinCo Policies means all Policies, current or past, which are owned or maintained by or on behalf of Parent or any Parent Subsidiary, which relate specifically to the SpinCo Assets or the SpinCo Business but do not relate to the Parent Business or the Parent Assets, 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, including those Policies set forth on Schedule 1.1(mmm).
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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.
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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.
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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.

  • Attachment 1.62 — SpinCo Employees Attachment 1.63(g) — SpinCo Liabilities Attachment 1.64 — SpinCo Policies Attachment 1.80— UMEC Attachment 1.81 — VI SEPARATION AND DISTRIBUTION AGREEMENT 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”).

  • 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 1.80— UMEC Attachment 1.81 — VI SEPARATION AND DISTRIBUTION AGREEMENT 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”).

  • 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.


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

  • D&O Policies has the meaning set forth in Section 8.06.

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

  • Shared Policies has the meaning set forth in Section 8.1(b).

  • SAP Policies means the operational guidelines and policies applied by SAP to provide and support the Cloud Service as incorporated in an Order Form.

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

  • Remainco Group means RemainCo and its Subsidiaries, other than the SpinCo Group.

  • SpinCo Group means (a) prior to the Effective Time, SpinCo and each Person that will be a Subsidiary of SpinCo as of immediately after the Effective Time, including the Transferred Entities, even if, prior to the Effective Time, such Person is not a Subsidiary of SpinCo; and (b) on and after the Effective Time, SpinCo and each Person that is a Subsidiary of SpinCo.

  • SpinCo shall have the meaning set forth in the Preamble.

  • Welfare Plan means a “welfare plan” as defined in Section 3(1) of ERISA.

  • Health Plans means any and all individual and family health and hospitalization insurance and/or self-insurance plans, medical reimbursement plans, prescription drug plans, dental plans and other health and/or wellness plans.

  • 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.

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

  • Seller Plans has the meaning set forth in Section 3.13(a).

  • Benefit Plans shall have the meaning set forth in Section 3.13(a).

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

  • SpinCo Entities means the entities, the equity, partnership, membership, limited liability, joint venture or similar interests of which are set forth on Schedule IV under the caption “Joint Ventures and Minority Investments.”

  • Retiree Health Plan means an "employee welfare benefit plan" within the meaning of Section 3(1) of ERISA that provides benefits to individuals after termination of their employment, other than as required by Section 601 of ERISA.

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

  • SpinCo Employee means any individual who, as of the Effective Time, is employed by or will be employed by Spinco or any member of the Spinco Group, including active employees and employees on vacation and approved leave of absence (including maternity, paternity, family, sick leave, qualified military service under the Uniformed Services Employment and Reemployment Rights Act of 1994, short- or long-term disability leave, leave under the Family Medical Leave Act and other approved leave).

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

  • Company Plans has the meaning set forth in Section 4.10(a).

  • Spinco Subsidiaries means all direct and indirect Subsidiaries of Spinco immediately following the Contribution.

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

  • Business Employees has the meaning set forth in Section 4.10(a).

  • Employee Plans has the meaning set forth in Section 3.14(b).

  • Company Employees shall have the meaning set forth in Section 6.10(a).