Separation Documents. 1. Separation and Distribution Agreement, in the form delivered and certified to the Lenders pursuant to Section 6.01(c) of the Credit Agreement, as modified from time to time prior to the Initial Availability Date to the extent permitted under Section 6.02(a)(vii) of the Credit Agreement, by and among Exterran Corporation, Exterran General Holdings LLC, Exterran Energy Solutions, L.P., EESLP LP LLC, Exterran Holdings, Inc. (to be renamed Archrock, Inc.), AROC Corp., AROC Services GP LLC, AROC Services LP LLC and Archrock Services, L.P.
Separation Documents. Each of Geo Point Utah and Geo Point Nevada shall have executed and delivered each of the Separation Documents;
Separation Documents. In connection with, and in furtherance of, the Transfers and the Assumptions contemplated by this Agreement, the Parties shall execute or cause to be executed, on or after the date hereof by the appropriate entities, any Separation Documents reasonably necessary to evidence the valid Transfer to the applicable Party or member of such Party’s Group of all right, title and interest in and to its Transferred Assets and the valid and effective Assumption by the applicable Party of Liabilities it has Assumed, for Transfers and Assumptions to be effected pursuant to applicable Laws, including the Transfer of owned real property by deeds as may be appropriate and in form and substance as required by the jurisdiction in which the owned real property is located. The Separation Documents shall not contain (a) any indemnities that conflict with this Agreement or (b) any representations or warranties, except to the extent required to comply with applicable Laws, and, to the extent that any provision of a Separation Document does conflict with any provision of this Agreement, this Agreement shall govern and control; provided that no such Separation Document shall by its express terms (i) provide that a member of the Spinco Group is Assuming from a member of the Remainco Group Liabilities that are not Spinco Liabilities or (ii) provide that a member of the Remainco Group is Assuming from a member of the Spinco Group Liabilities that are not Remainco Retained Liabilities. If reasonably practicable, Remainco shall (A) deliver to Merger Partner drafts of any Separation Documents to effect the Transfer of any Spinco Assets from a Post-Closing Remainco Group Member to a member of the Spinco Group or the Assumption by a member of the Spinco Group of any Spinco Liabilities from a Post-Closing Remainco Group Member, (B) provide Merger Partner a reasonable opportunity to review such drafts and (C) consider in good faith any comments made by Xxxxxx Partner and its Representatives on such drafts. Transfers of capital stock shall be effected by means of executed stock powers and notation on the record books of the Entities involved, or by such other means as may be required in any non-U.S. jurisdiction to Transfer title to equity and, only to the extent required by applicable Law, by notation on public registries. 1.8
Separation Documents. Each of WZE and FHA shall have executed and delivered each of the Separation Documents;
Separation Documents. Each of PHYH and Phyhealth shall have executed and delivered each of the Separation Documents;
Separation Documents. Each of USX and SteelCo shall have entered into each of the Separation Documents.
Separation Documents. Each of Applera and Celera shall have executed and delivered each of the Separation Documents;
Separation Documents. Citrix and SpinCo (or a Subsidiary thereof) shall have entered into each applicable Ancillary Agreement and each such agreement shall be in full force and effect, and to the extent applicable, performed the covenants to be performed by such Citrix Entity thereunder prior to the Closing in all material respects.
Separation Documents. Parent (or a Subsidiary thereof) shall have entered into each applicable Ancillary Agreement and each such agreement shall be in full force and effect, and to the extent applicable, performed the covenants to be performed by it thereunder prior to the Closing in all material respects.
Separation Documents. Each of the representations and warranties of such party contained in the Separation Documents is true and correct in all material respects and such party hereby makes each such representation and warranty to, and for the benefit of, the FSA Parties as if the same were set forth in full herein.
