SpinCo Shared IP definition

SpinCo Shared IP has the meaning set forth in Section 4.01(a).
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SpinCo Shared IP means the Trade Secrets included in the SpinCo Assets that are (a) owned or otherwise licensable by SpinCo or the SpinCo Group as of the date of this Agreement and (b) which are necessary for the conduct of or used in the CGRP Business as of the date of this Agreement.
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Examples of SpinCo Shared IP in a sentence

  • With regard to the SpinCo Shared IP, the Parties seek to ensure that Honeywell has the freedom to use such SpinCo Shared IP in the future.

Related to SpinCo Shared IP

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

  • SpinCo Separate Return means any Separate Return of SpinCo or any member of the SpinCo Group.

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

  • 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.”

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

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

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

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

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

  • Xxxx Group means collectively Xxxx Capital Fund V, L.P., Xxxx Capital Fund V-B, L.P., BCIP Associates, BCIP Trust Associates, L.P. and Xxxxxxxx Street Partners.

  • Closing Period means the period between the close of business on the date of this Agreement and the Closing.

  • Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.

  • SpinCo Designees means any and all entities (including corporations, general or limited partnerships, trusts, joint ventures, unincorporated organizations, limited liability entities or other entities) designated by Parent that will be members of the SpinCo Group as of immediately prior to the Effective Time.

  • Xxxxx Group means Xxxxx and any Affiliate of Xxxxx.

  • Pre-Distribution Tax Period means any taxable period (or portion thereof) that ends on or before the Distribution Date.

  • Shared Contract shall have the meaning set forth in Section 2.8(a).

  • Co-licensed partner means a person who, with at least one other person, has the right to engage in

  • Post-Distribution Tax Period means a Tax period beginning and ending after the Distribution Date.

  • Transferred Entities means the entities set forth on Schedule 1.9.

  • Newco has the meaning set forth in the first paragraph of this Agreement.

  • Shared Contracts means contracts pursuant to which a non-affiliated third party provides material services, Intellectual Property, Software or benefits to Seller or one or more of its Affiliates (including the Acquired Companies) in respect of both the Business and any other business of Seller and its Affiliates (other than the Acquired Companies).

  • Transfer Time has the meaning set forth in Section 4.3(a).

  • Xxxxxx Group shall have the meaning set forth in Section 9.2(b) hereof.

  • MPC means Marathon Petroleum Corporation, a Delaware corporation.

  • Distribution Licensee means a licensee authorised to operate and maintain a distribution system for supplying electricity to the consumers in his area of supply;