SpinCo Subscription Agreement definition

SpinCo Subscription Agreement means the subscription agreement of SpinCo and the Investor contemplated in Section 6.5 of the Tranche 2 Subscription Agreement;
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Examples of SpinCo Subscription Agreement in a sentence

  • The parties further acknowledge and agree that immediately after the Separation Transaction Completion Date, the Investor shall, and Corporation shall cause SpinCo to, execute and deliver the SpinCo Subscription Agreement and, provided the transactions in Section 6.4 have been completed, the parties agree that all rights and obligations under this Agreement shall have been completed, other than the rights and obligations described in this Section 6.5, and that no other rights and obligations shall exist.

  • The parties hereby agree that prior to the Separation Transaction Completion Date, they shall use good faith efforts to settle the terms of a subscription agreement between SpinCo and Investor for the purchase of SpinCo Shares (the "SpinCo Subscription Agreement").

  • Notwithstanding the foregoing, the parties will remain liable for all breaches of this Agreement prior to the execution of the SpinCo Subscription Agreement.

Related to SpinCo Subscription Agreement

  • PIPE Subscription Agreements has the meaning set forth in the recitals to this Agreement.

  • Subscription Agreements has the meaning specified in the Recitals hereto.

  • Subscription Agreement has the meaning set forth in the recitals.

  • Subscription Plan means a fixed term plan which relates to the Licensed Services as specified in the PGi Service Agreement

  • Master Separation Agreement has the meaning set forth in the recitals.

  • Put Option Agreement has the meaning set forth in the recitals.

  • Subscriber Agreement means an agreement that governs the issuance and use of a Certificate that the Applicant must read and accept before receiving a Certificate.

  • Subscription Receipt Agreement means the agreement to be dated the Closing Date by and among the Corporation, the Cornerstones and the Subscription Receipt Agent governing the terms and conditions of the Subscription Receipts, in a form to be agreed by the Corporation and the Cornerstones, acting reasonably;

  • Shareholder Agreement has the meaning set forth in the Recitals.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • Alternate VRDP Shares Purchase Agreement means any agreement with a successor liquidity provider replacing the VRDP Shares Purchase Agreement (or any replacement therefor) upon its termination in accordance with its terms and containing a Purchase Obligation substantially similar to the Purchase Obligation therein, as determined by the Fund.

  • Subscription Trade Date means, subject to Condition 9.2, a Valuation Date on which a Subscription Order is determined to be valid and accepted by or on behalf of the Issuer in accordance with the terms of the LS Operating Procedures Agreement.

  • Unit Purchase Agreement means the Common Unit and Class B Unit Purchase Agreement, dated as of December 1, 2006, among the Partnership and the purchasers named therein.

  • Subscription Services means SAP’s then-current subscription services offered under and described in detail in the applicable SAP PartnerEdge Model.

  • IDR Transfer Agreement means an agreement to transfer, subject to the terms of Tariff, Part VI, section 237, Incremental Deliverability Rights to a party for the purpose of eliminating or reducing the need for Local or Network Upgrades that would otherwise have been the responsibility of the party receiving such rights. “Immediate-need Reliability Project” shall have the same meaning provided in the Operating Agreement.

  • Distribution Agreements means (i) any and all agreements entered into by a Credit Party, pursuant to which such Credit Party has sold, leased, licensed or assigned distribution rights or other exploitation rights to any Item of Product to an un-Affiliated Person, and (ii) any and all agreements hereafter entered into by a Credit Party pursuant to which such Credit Party sells, leases, licenses or assigns distribution rights or other exploitation rights to an Item of Product to an un-Affiliated Person.

  • Transition Agreement has the meaning set forth in Section 12.8.1.

  • Transaction Agreement has the meaning set forth in the recitals.

  • Lock-Up Agreement means the Lock-Up Agreement, dated as of the date hereof, by and among the Company and the directors and officers of the Company, in the form of Exhibit B attached hereto.

  • Founder Shares Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Distribution Agreement has the meaning set forth in the recitals to this Agreement.

  • Subscription Service means the ServiceNow software-as-a-service offering ordered by Customer under an Order Form, Use Authorization or other signed ordering document between ServiceNow and Customer.

  • Separation Agreement has the meaning set forth in the recitals to this Agreement.

  • Master Settlement Agreement means the settlement agreement and related documents entered into on November 23, 1998, by the state and leading United States tobacco product manufacturers.

  • Subscription means the capital stock of the Bank subscribed to by a member.

  • Put Agreement means an agreement dated as of August 13, 2008, as amended, among the Company, OT LLC and Rio Tinto Alcan.