SpinCo Employees definition

SpinCo Employees means, as of any date, all Employees other than the Midstream Business Employees.

SpinCo Employees shall have the meaning set forth in the Employee Matters Agreement.

SpinCo Employees means all Business Employees (as defined in the Employee Matters Agreement) and all Leased Employees (as defined in the Employee Leasing Agreement).

Examples of SpinCo Employees in a sentence

• Except as may otherwise be provided in accordance with the TSA and except as otherwise provided in Section 12.03, service of SpinCo Employees and Former SpinCo Employees, on and after the Distribution, with any member of the SpinCo Group or any other employer, as applicable, other than any member of the Honeywell Group, shall not be taken into account for any purpose under any Honeywell Benefit Plan.

• Following the Effective Time and to the extent permitted by applicable Law, SpinCo shall permit RemainCo access to Employee Records of SpinCo Employees, to the extent reasonably necessary for RemainCo’s legitimate business purposes or to comply with applicable Law, and RemainCo shall permit SpinCo access to Employee Records of RemainCo Employees, to the extent reasonably necessary for SpinCo’s legitimate business purposes or to comply with applicable Law.

• Honeywell shall have no responsibility for any failure of SpinCo to properly administer the SpinCo Nonqualified Deferred Compensation Plans in accordance with their terms and applicable Law, including any failure to properly administer the accounts of SpinCo Employees, SpinCo LTD Employees or Former SpinCo Employees and their respective beneficiaries in such SpinCo Nonqualified Deferred Compensation Plans.

• With respect to RemainCo Employees and SpinCo Employees outside of the United States, the Parties shall cooperate in good faith to obtain the same or similar results, to the extent possible, under applicable tax laws.

• Honeywell and SpinCo shall ensure that they each have in place appropriate technical and organizational security measures to protect the personal data of the SpinCo Employees and Former SpinCo Employees.

More Definitions of SpinCo Employees

SpinCo Employees shall have the meaning set forth in Section 3.01, which individuals are set forth on Schedule 1.01(b).

SpinCo Employees means all employees of Theravance Biopharma US, Inc., a Delaware corporation, listed on Attachment 1.62.

SpinCo Employees means (i) any employee who works primarily for the Spin-Off Businesses as of the Pre-Spin Transition Date, provided, that any such individual employed in the United States who is on short-term disability leave, receiving long-term disability benefits or is on any other Leave of Absence on the Pre-Spin Transition Date shall automatically become a SpinCo Employee only if and when such Employee returns to active service, and (ii) any other employee identified or otherwise described in Schedule A hereto.

SpinCo Employees means all employees of SpinCo that relate to operation of the SpinCo Business.

SpinCo Employees means (x) those persons who are employed as officers or employees of Spinco and the Spinco Companies or otherwise employed in the Spinco Business immediately prior to or effective as of the Distribution Date, and (y) all former officers and employees of Spinco, any Spinco Company or the Spinco Business who, immediately prior to the termination of their employment, were employed by Spinco, any Spinco Company or the Spinco Business. In the event any person shall have been employed by Spinco or any of the Spinco Companies, as well as by the Company or any of the Retained Subsidiaries, such person shall be considered a Spinco Employee if at the Distribution Date such person's primary employment shall be with Spinco, any of the Spinco Companies or the Spinco Business.

SpinCo Employees means (i) the Current Employees of the Company or any of its Affiliates (including the SpinCo Group) who primarily provide services to the Therapeutics Business, as listed on Schedule B, as such Schedule may be updated (A) by SpinCo to reflect terminations of employment in accordance with the Merger Agreement, (B) by Parent from time to time following the date of this Agreement until the date that is ten (10) trading days prior to the Distribution Date to change the designation of an employee or employees from “SpinCo Employees” to “RemainCo Employees” and (C) as otherwise reasonably agreed to after good faith discussion by the Parties, (ii) any employees of the Company or any of its Affiliates (including the SpinCo Group) who are on a long-term leave of absence, including long-term disability, (iii) all current and former contractors or other service providers of the Company or any of its Affiliates (including the SpinCo Group) who primarily provide, or provided, services to the Therapeutics Business, (iv) all former employees of the Company or any of its Affiliates (including the SpinCo Group) who, prior to their termination, primarily provided services to the Therapeutics Business, and (v) all other current and former contractors or other service providers or employees of the Company or any of its Affiliates who do not satisfy the definition of RemainCo Employees and do not meet the requirements set forth in clauses (i), (ii), (iii) or (iv) of this definition of “SpinCo Employees.”

SpinCo Employees means the Current Spinco Employees and the Former Spinco Employees.