Spinoff definition

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.

Spinoff means the distribution of 100% of the issued and outstanding Stock of the Borrower to the shareholders of BWC, to occur on or after the Closing Date, the result of which is that immediately thereafter 100% of the Stock of the Borrower shall be owned directly by the shareholders of BWC immediately prior to such Restricted Payment.

Spinoff shall have the meaning specified in the Recitals.

Examples of Spinoff in a sentence

• The Executive shall not be entitled to receive Spinoff Separation Benefits if the Executive’s employment with the Company terminates (i) at any time before or after the Protected Period corresponding to a Spinoff (regardless of the reason), or (ii) during the Protected Period but other than in the case of a Qualifying Termination.

• The Executive shall not be entitled to receive Enhanced Separation Benefits if the Executive’s employment with the Company terminates (i) at any time before or after the Protected Period corresponding to the Outside Date (regardless of the reason), (ii) during the Protected Period but other than in a Qualifying Termination, or (iii) after a Spinoff or a Sale.

• Subject to the terms of any employment contract between the Executive and the Company, the Executive acknowledges that the rights of the Company remain wholly intact to change or reduce at any time and from time to time the Executive’s compensation, title, responsibilities, location, and all other aspects of the employment relationship, or to discharge the Executive prior to a Spinoff or a Sale (subject to such discharge possibly being considered a Qualifying Termination pursuant to Section 2.2).

• In connection with such assignment, the Flash Spin-off Successor shall execute and deliver a written undertaking to Purchaser expressly assuming the Seller Payment Guarantee and upon delivery thereof, WDT shall be fully relieved of the Seller Payment Guarantee and have no continuing obligations hereunder.

More Definitions of Spinoff

Spinoff means Residential’s separation from Altisource Portfolio Solutions S.A., a public limited liability company organized under the laws of the Grand Duchy of Luxembourg pursuant to a Separation Agreement, dated as of December 21, 2012.

Spinoff means the distribution of all shares of common stock of the Borrower to the shareholders of XPO Logistics, Inc., which was consummated on August 2, 2021.

Spinoff means the transaction in which the Equity Interests of certain of the Guarantors were contributed to the Company, and the Equity Interests of the Company were subsequently distributed by Capital Southwest Corporation to its shareholders.

Spinoff has the meaning set forth in the ninth WHEREAS clause of this TMA.

Spinoff means the separation of KBR from Halliburton through the Distribution.

Spinoff has the meaning specified in Preliminary Statement (1).

Spinoff means the transfer of all the Equity Interests (other than nominal shares) of Adient Global Holdings Ltd to Parent and all of the Equity Interests of Parent being conveyed to New JCI’s public shareholders.