Examples of Time of Contribution in a sentence
The Company shall, prior to the Time of Contribution, use reasonable best efforts (it being understood that such efforts shall not include any requirement of the Company to expend money or offer or grant any financial accommodation) as requested by the Newco Group, and the Newco Group shall cooperate in all reasonable respects with the Company, to obtain all consents and waivers and to resolve all impracticalities of assignments or transfers necessary to convey the Contributed Assets to the Newco Group.
Prior to the Time of Contribution, Newco shall have established a voluntary employees' beneficiary association (the "Newco VEBA") under Section 501(c)(9) of the Code covering Newco Group Continuing Employees and Newco Group Former Employees who are covered under the Trust for Employee Welfare Benefit Programs of Rockwell International Corporation (the "Rockwell VEBA").
The "Charter" (which term as used throughout this Agreement will mean a corporation's charter, or comparable document, such as "Articles of Incorporation" or "Certificate of Incorporation") and Bylaws of each of the Dynamic Subsidiaries and of Advanced as in effect prior to the Effective Time of Contribution will remain in effect following the Contribution, unless and until amended in accordance with the provisions of applicable corporate law.
Effective as of the Time of Contribution, Newco shall cause each Company Group Continuing Employee and Company Group Former Employee to have a fully nonforfeitable right to such individual's entire account balance, if any, under the Deferred Compensation Plans.
All obligations of the Company Group under this Article VIII with respect to the employee benefit plans, arrangements or policies for the benefit of employees and former employees (and their beneficiaries) of the Company and its Subsidiaries in place immediately prior to the Time of Contribution shall be treated as Retained Liabilities and not as Assumed Liabilities under this Agreement.
The Company and Newco agree that the transactions contemplated by this Agreement shall not constitute a severance of employment of any Company Group Continuing Employee and Newco Group Continuing Employee prior to or as a result of the consummation of the transactions contemplated hereby, and that such employees will have continuous and uninterrupted employment with the Company Group or Newco Group, as applicable, before and immediately after the Time of Contribution.
In partial consideration for the Contribution, at the Time of Contribution Newco shall issue and deliver to the Company at the Company's request prior to the Distribution the following: (i) such number of newly issued shares of Newco Common Stock as will be required for the Distribution; and (ii) such number of newly issued shares of Newco Class B Common Stock as will be required for the Distribution.
Prior to the Time of Contribution, the Rockwell CLIR Fund shall have transferred to the Newco CLIR Fund assets attributable to the Newco Group Continuing Employees and Newco Group Former Employees covered under the Rockwell CLIR Fund.
Effective as of the Time of Contribution, Newco shall continue to sponsor the Newco CLIR Fund.
Prior to the Time of Contribution, the Rockwell Collectively Bargained VEBA shall have transferred to the Newco Collectively Bargained VEBA assets attributable to the Newco Group Continuing Employees and Newco Group Former Employees covered under the Rockwell Collectively Bargained VEBA.