TRW Participants definition

TRW Participants means TRW, TRW Automotive, any other TRW Transferring Companies and the Transferred Entities.
TRW Participants means TRW and TRW Automotive and any other TRW Transferring Companies.
TRW Participants means, collectively, TRW, the Asset Selling Subsidiaries, the Aerospace Subsidiaries their Subsidiaries, the Aerospace Affiliates controlled by TRW and their Subsidiaries and the UK Holdco described in Section 2 of Schedule 2.1.

Examples of TRW Participants in a sentence

  • There are no transactions, agreements, arrangements or understandings between Northrop Grumman or any of the TRW Participants, on the one hand, and the Company or any of its Subsidiaries, on the other hand, pertaining to or affecting the Automotive Business, that would be required to be disclosed under Item 404 of Regulation S-K of the Securities and Exchange Commission, assuming that the Company were subject to the reporting requirements of the Exchange Act.

  • Section 5.3 Welfare Plans Maintained by TRW for TRW Participants and TRW Automotive Participants Prior to Benefit Transition Date.

  • TRW shall, or shall cause each TRW Subsidiary that becomes the successor employer under a collective bargaining agreement to, recognize years of service of the TRW Participants prior to the Distribution Date for purposes of such collective bargaining agreement.

  • Except as provided in Section 2.2(b), nothing contained herein shall be construed to prohibit TRW or any TRW Subsidiary or TRW Automotive or any TRW Automotive Subsidiary from amending, terminating or otherwise modifying the terms of employee benefit plans or programs applicable to TRW Participants or TRW Automotive Participants, respectively, except as may otherwise be provided by applicable law.

  • The TRW Participants (i) own or have other legal rights to all of the Assets and (ii) have good title to the Assets owned by them free and clear of all Liens, other than Permitted Liens and Permitted Encumbrances; provided, that this representation does not concern Intellectual Property or Real Property which are the subject of the representations in Sections 4.14 and 4.17 hereof.

  • With respect to the Affected Employees, the TRW Participants have in the past been and are in compliance in all material respects with applicable laws respecting employment, employment practices, employee classification, labor relations, safety and health, wages, hours and terms and conditions of employment except where failures to comply would not, individually or in the aggregate, be reasonably likely to result in a Material Adverse Effect.

  • Except as disclosed in Section 4.14(d) of the TRW Disclosure Letter, one of the TRW Participants owns all right, title and interest in and to, or has a valid and enforceable right to use, by license or other agreement, and assign, convey and otherwise transfer all of its right, title and interest in and to the Transferred Intellectual Property to Buyer except where the failure to make such transfer, individually or in the aggregate, would not reasonably be likely to result in a Material Adverse Effect.

  • Prior to the Closing, all amounts due and owing to or from the TRW Participants by or to any of the Affiliates of the TRW Participants (excluding employee compensation and other incidents of employment) shall be paid in full.

  • The cooperation required of Northrop Grumman and TRW (on behalf of itself and the TRW Participants) shall include providing reasonable and customary management and legal representations to Ernst & Young LLP, and the cooperation requested of their auditors shall include providing consent to Parent to to prepare and use their audit reports on the Company and its Subsidiaries and to provide any necessary "comfort letters".

  • Section 5.3 Welfare Plans Maintained by TRW for TRW Participants and TRW Automotive Participants Prior to Closing Date.

Related to TRW Participants

  • L/C Participants the collective reference to all the Revolving Lenders other than the Issuing Lender.

  • CDS Participants means a broker, dealer, bank or other financial institution or other person for whom CDS effects book-entry transfers and pledges of Deposit Notes under the Book-Entry System.

  • Eligible Participants means persons who, at a particular time, are employees, officers, consultants, or directors of the Company or its subsidiaries;

  • Participants is defined in Section 12.2.1.

  • Program Participants means, for any CRP, the Centers (other than the Lead Center for such CRP) and any Partner receiving funding for activities under such CRP that are funded by the CGIAR Fund.

  • Book Entry Participants means institutions that participate directly or indirectly in the Depository’s book entry registration system for the Warrants;

  • Section 16 Participants means Participants who are subject to the provisions of Section 16 of the Exchange Act.

  • FTR Participant means any Market Participant that provides or is required to provide Collateral in order to participate in PJM’s FTR auctions.

  • Non-U.S. Participant means any Participant that if it were a Lender would qualify as a Non-U.S. Lender.

  • Participating employee means an employee whose election to participate in a Plan has been approved by the employer.

  • CDS Participant means a participant in CDS that holds security entitlements in Units on behalf of beneficial owners of those Units;

  • Participant has the meaning specified in Section 10.06(d).

  • Book Entry Only Participants means institutions that participate directly or indirectly in the Depository’s book entry registration system for the Warrants;

  • Designated Participant means such employees or officers of the Company or a related entity of the Company as the Board may designate from time to time as eligible to participate in the Plan;

  • Plan Participant means a person who is eligible to receive, and is receiving, a pension benefit from the Plan.

  • Rights Offering Participants means those Persons who duly subscribe for Rights Offering Shares in accordance with the Rights Offering Procedures.

  • Participant’s Account means an account maintained for each Participant’s participation in DSUs and/or RSUs under the Plan;

  • Lower Tier Participant refers any participant who has entered into a covered transaction with a First Tier Participant or other Lower Tier Participants (such as subcontractors and suppliers).

  • Participant Group means you, each of your holding companies and subsidiaries and each subsidiary of each of your holding companies (as each such term is defined in the Companies Act 1985); and

  • L/C Participant shall have the meaning provided in Section 3.3(a).

  • U.S. Participant means a Participant who is a citizen of the United States or a resident of the United States, as defined in section 7701(a)(30)(A) and section 7701(b)(1) of the Code and any other Participant who is subject to tax under the Code with respect to compensatory awards granted pursuant to the Plan;

  • Eligible Employees means each employee of the Company or an Affiliate.

  • Covered Participant means a Participant who is a “covered employee” as defined in Section 162(m)(3) of the Code, and the regulations promulgated thereunder, and any individual the Committee determines should be treated as such a covered employee.

  • Qualified Participant means an individual who is a participant of Tier 2 and who meets 1 of the following requirements:

  • Retired Participant means a person who has been a Participant, but who has become entitled to retirement benefits under the Plan.

  • Majority Participants means the Holder(s) of more than 50% of the Outstanding VMTP Shares.