Spinoff Business definition

Spinoff Business means all of the assets constituting the automotive seating and interiors business of JCI as described in the Form 10.
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Spinoff Business has the meaning specified in the recitals hereto.
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Spinoff Business has the meaning set forth in the Spinoff Documents.
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Examples of Spinoff Business in a sentence

  • The non-administrative operating systems (including sales, procurement, production management, quality control, R&D, warehousing and logistics teams) of the Spin-off Business are separate from those of the Remaining Businesses and are expected to continue operating separately and independently of the Remaining Businesses.

  • Engage in any material line of business substantially different from those lines of business conducted by the Company and its Subsidiaries on the date hereof (and, solely upon and after the consummation of the Combination, the Spinoff Business on the date of the consummation of the Combination), any other cable and other standard and nonstandard motion pictures, films, television, programming, multimedia, entertainment or education business, or any business substantially related or incidental thereto.

  • The Spin-off Co also has a team of experienced senior management independent of the Remaining Group which assist and support the SOC Board in the day-to-day management of the Spin-off Business.

  • Except for (i) overhead services, (ii) those assets and liabilities set forth in the Spin-Off Documents and (iii) as otherwise set forth on Schedule 5.10(b), none of the properties, buildings, plants, structures, furniture, fixtures, machinery, equipment, vehicles and other items of tangible personal property owned, leased or licensed by EIS and/or the Spinoff Business are used in connection with, or are necessary for the conduct of the Business.

  • The Proposed Spin-off Listing will provide a transparent valuation benchmark for the Spin-off Business under the BeerCo Group and will allow the core businesses of the ThaiBev Group to be assessed and valued more distinctly.

  • All Company Intellectual Property will be owned or available for use (as applicable) by a Company Entity on substantially similar terms and conditions immediately after the Closing, and there is no (i) Intellectual Property that is owned by, (ii) Company Owned Intellectual Property licenses to, or (iii) Intellectual Property exclusively licensed to, the Spinoff Business that is necessary for or used in the operation of the Business.

  • Following the completion of an internal restructuring exercise within the ThaiBev Group in 2020, the Spin-off Business is currently held by BeerCo Limited ("BeerCo", and together with its subsidiaries, the "BeerCo Group"), an indirect wholly-owned subsidiary of ThaiBev.

  • The Spin-off Business has been operated by the Spin-off Co since its incorporation on 3 August 2011.

  • The undertakings by the Company under the Deed of Non-competition will terminate upon the earliest of the following to occur: — the date on which the RKE Shares cease to be listed on the Stock Exchange; — the date on which the RKE Group ceases to carry out the Spin-off Business; and — the date on which the Company directly or indirectly through its close associates together holds less than 30% of the issued RKE Shares.

  • On July 20, 2020, the share was transferred to CEG Holdings Limited (“CEG Holdings”), a subsidiary of China Evergrande Group, at a consideration of USD0.01 and only since then, the Company became part of the Reorganisation forming the Group engaged in the Spin-off Business.


More Definitions of Spinoff Business

Spinoff Business has the meaning assigned to such term in the definition of “Spinoff”.
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Spinoff Business has the meaning specified in the recitals hereto. “Standard Securitization Undertakings” means representations, warranties, covenants (including repurchase obligations) and indemnities entered into by the Borrower or any of its Subsidiaries (or, solely upon and after the consummation of the Combination Transactions, any Subsidiary of Discovery) that the Borrower or Subsidiary of Discovery, as applicable, has determined in good faith are customary for “non-recourse” accounts receivables financings or factoring or securitization financings. “Subsidiary” of a Person means a corporation, partnership, joint venture, limited liability company or other business entity of which a majority of the shares of securities or other interests having 32 1006836498v2
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Spinoff Business has the meaning specified in the recitals hereto. “Spot Rate” for any currency shall mean the rate determined in good faith by the Administrative Agent or the applicable L/C Issuer, as applicable, to be the rate quoted by the Person acting in such capacity as the spot rate for the purchase by such Person of such currency with another currency through its principal foreign exchange trading office at approximately 11:00 a.m. on the date two Business Days prior to the date as of which the foreign exchange computation is made; provided, that the Administrative Agent or the applicable L/C Issuer, as applicable, may obtain such spot rate from another financial institution designated by the Administrative Agent or the applicable L/C Issuer, as applicable, if the Person acting in such capacity does not have as of the date of determination a spot buying rate for such currency; provided, further, that the applicable L/C Issuer may use such spot rate quoted on the date as of which the foreign exchange computation is made in the case of any Letter of Credit denominated in an Alternative Currency. “Standard Securitization Undertakings” means representations, warranties, covenants (including repurchase obligations) and indemnities entered into by the Company or any Subsidiary that the Company or such Subsidiary, as applicable, has determined in good faith are customary for “non-recourse” accounts receivables financings or factoring or securitization financings. “Sterling” and “£” mean the lawful currency of the United Kingdom. “Subsidiary” of a Person means a corporation, partnership, joint venture, limited liability company or other business entity of which a majority of the shares of securities or other interests having ordinary voting power for the election of directors or other governing body (other than securities or interests having such power only by reason of the happening of a contingency) are at the time beneficially owned, or the management of which is otherwise controlled, directly, or indirectly through one or more intermediaries, or both, by such Person. Unless otherwise specified, all references herein to a “Subsidiary” or to “Subsidiaries” shall refer to a Subsidiary or Subsidiaries of the Company and each 37
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Related to Spinoff Business

  • Retained Business means any business now, previously or hereafter conducted by Seller or any of its Subsidiaries or Affiliates other than the Business.

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

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

  • Micro Business means a company which either:

  • Retained Businesses means all businesses, operations and activities directly or indirectly conducted or formerly conducted by the Seller Group other than the Business (including all businesses, operations and activities related to any dealerships sold or disposed of prior to the date hereof).

  • Transferred Business has the meaning ascribed to such term in the Separation Agreement.

  • Group Business Entity means;

  • Alarm business means the business by any individual, partnership, corporation, or other entity of selling, leasing, maintaining, servicing, repairing, altering, replacing, moving or installing any alarm system or causing to be sold, leased, maintained, serviced, repaired, altered, replaced, moved or installed any alarm system in or on any building, structure or facility.

  • Related Business Assets means assets (other than cash or Cash Equivalents) used or useful in a Similar Business; provided that any assets received by the Issuer or a Restricted Subsidiary in exchange for assets transferred by the Issuer or a Restricted Subsidiary shall not be deemed to be Related Business Assets if they consist of securities of a Person, unless upon receipt of the securities of such Person, such Person would become a Restricted Subsidiary.

  • Similar Business means (1) any business conducted or proposed to be conducted by the Borrower or any of its Restricted Subsidiaries on the Closing Date, and any reasonable extension thereof, or (2) any business or other activities that are reasonably similar, ancillary, incidental, complementary or related to, or a reasonable extension, development or expansion of, the businesses in which the Borrower and its Restricted Subsidiaries are engaged or propose to be engaged on the Closing Date.

  • Auto business means the business or occupation of selling, repairing, servicing, storing or parking "autos".

  • Distribution Business means the business of operating and maintaining a distribution system for supplying electricity in the area of the supply of the Distribution Licensee;

  • Minority Business means a business:

  • Public business means and includes all matters which relate in any way, directly or indirectly, to the performance of the public body’s functions or the conduct of its business.

  • Spinoff means a transaction in which the Transferor Plan transfers only part of its assets and/or liabilities to the Transferee Plan. The Transferee Plan may be a New Plan that is created in the Spinoff, or it may be a preexisting plan that simply receives part of the assets and/or liabilities of the Transferor Plan.

  • Company Business means the business of the Company as presently conducted.

  • home business means a business, service or profession carried out in a dwelling or on land around a dwelling by an occupier of the dwelling which –

  • Cannabis business means any business activity involving cannabis, including but not limited to cultivating, transporting, distributing, manufacturing, compounding, converting, processing, preparing, storing, packaging, delivering, testing, dispensing, retailing and wholesaling of cannabis, of cannabis products or of ancillary products and accessories, whether or not carried on for gain or profit.

  • food business means any undertaking, whether for profit or not and whether public or private, carrying out any of the activities related to any stage of production, processing and distribution of food;

  • Related Business means any business in which the Company or any of the Restricted Subsidiaries was engaged on the Issue Date and any business related, ancillary or complementary to such business.

  • Specified Business means a business of a kind prescribed by the regulations to be a specified business; tenant, in relation to a lease, means the person who, under the lease, is or would be entitled to occupy the premises the subject of the lease; Tribunal means the State Administrative Tribunal;

  • Excluded Business means a Business excluded from application for an Inter- Community Business Licence and includes those Businesses referred to in Schedule A attached hereto and forming part of this bylaw.

  • Veteran-owned business means a business that is at least 51% owned by a veteran or veterans who are U.S. citizens and who control and operate the business

  • Excluded Businesses has the meaning set forth in Schedule 1.

  • Resident Business or “Resident Contractor” means an entity that has a valid resident certificate issued by the NM Taxation and Revenue Department pursuant to Section 13-1-22 NMSA 1978.

  • Core Business means any material line of business conducted by the Company and its Subsidiaries as of the Closing Date and any business directly related thereto.