Employee Matters Agreement shall have the meaning set forth in the Separation Agreement.
SpinCo shall have the meaning set forth in the Preamble.
CVC means Citicorp Venture Capital, Ltd., a New York corporation.
SPP Has the meaning stated in the preamble of this Agreement.
MNE Group means any Group that (i) includes two or more enterprises the tax residences of which are in different jurisdictions, or includes an enterprise that is resident for tax purposes in one jurisdiction and is subject to tax with respect to the business carried out through a permanent establishment in another jurisdiction, and (ii) is not an Excluded MNE Group;
Company Equity Plan means any management equity or stock option or ownership plan or any other management or employee benefit plan of the Company or any Subsidiary of the Company.
SpinCo Separate Return means any Tax Return of or including any member of the SpinCo Group (including any consolidated, combined, or unitary return) that does not include any member of the Parent Group.
Long-Term Incentive Plan or “LTIP” means a plan providing compensation intended to motivate performance over a period greater than one financial year. LTIPs do not include option or SAR plans or plans for compensation through shares or units that are subject to restrictions on resale;
RemainCo shall have the meaning set forth in the Preamble.
Air gap separation means the unobstructed vertical distance through the free atmosphere between the lowest opening from any pipe or faucet supplying water to a tank, plumbing fixture, or other device and the flood level rim of the receptacle.
DPSP means a deferred profit sharing plan within the meaning of the Tax Act;
Key Employees means Xxxxx Xxxxxxx and Xxxxxxx Xxxxxxx.
Transition Plan means a transition plan, acceptable to the LHIN that indicates how the needs of the HSP’s clients will be met following the termination of this Agreement and how the transition of the clients to new service providers will be effected in a timely manner; and
Company Employees shall have the meaning set forth in Section 6.10(a).
LMC means Liberty Media Corporation, a Delaware corporation.
Tax Matters Agreement means the Tax Matters Agreement to be entered into by and between Parent and SpinCo or any members of their respective Groups in connection with the Separation, the Distribution or the other transactions contemplated by this Agreement, as it may be amended from time to time.
Sharing Agreement means a local marketing, joint sales, shared services or similar Contract.
Company Equity Plans means the Company’s 1994 Stock Option Plan, 1998 Stock Option Plan, 2000 Stock Option Plan, 2003 Equity Incentive Plan and 2005 Equity Incentive Plan, each as may be amended from time to time, and any stock option agreements, award notices, stock purchase agreements or other agreements or instruments executed and delivered pursuant thereto.
Pension Scheme means a contract, an agreement, a trust deed or rules stipulating which retirement benefits are granted and under which conditions;
Business Unit means the assets constituting the business or a division or operating unit thereof of any Person.
Separation Plan means the Company’s Separation Plan Amended and Restated Effective August 13, 2006, as may be amended from time to time or any successor plan, program, arrangement or agreement thereto.
Forest management plan means a written plan prepared and signed by a qualified forester that prescribes measures to optimize production, utilization, regeneration, and harvest of timber. The forest management plan shall include a schedule and timetables for the various silvicultural practices used on forestlands, which shall be a maximum of 20 years in length. A forest management plan shall include all of the following:
Adjusted Term SOFR means, for purposes of any calculation, the rate per annum equal to (a) Term SOFR for such calculation plus (b) the Term SOFR Adjustment.
Master Separation Agreement has the meaning set forth in the recitals.
PAGA Pay Period means any Pay Period during which an Aggrieved Employee worked for Defendant for at least one day during the PAGA Period.
Transferred Employees has the meaning set forth in Section 6.4(a).