Form Of Master Separation Agreement Sample Contracts

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Master Separation Agreement (October 31st, 2006)

THIS MASTER SEPARATION AGREEMENT (this Agreement) is entered into as of [ ], 2006 by and between Halliburton Company, a Delaware corporation (Halliburton), and KBR, Inc., a Delaware corporation (KBR). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in Article I hereof.

FORM OF MASTER SEPARATION AGREEMENT Between SARA LEE CORPORATION and HANESBRANDS INC. (July 25th, 2006)

This Master Separation Agreement (this Agreement) is dated as of , 2006, between Sara Lee Corporation, a Maryland corporation (Sara Lee), and Hanesbrands Inc., a Maryland corporation (HBI).

Form of MASTER SEPARATION AGREEMENT by and Between WENDYS INTERNATIONAL, INC. And TIM HORTONS INC. Dated ___, 2006 (February 27th, 2006)

This Master Separation Agreement (this Agreement) is made and entered into as of ___, 2006 (the Effective Date), by and between Wendys International, Inc., an Ohio corporation (Wendys), and Tim Hortons Inc., a Delaware corporation (Tim Hortons). Tim Hortons and Wendys are sometimes referred to herein separately as a Party and together as the Parties.

Introduction (October 24th, 2005)

Parent is engaged in two distinct businesses, an oil and gas exploration and production business and a chemical business. Each business is owned by a separate chain of subsidiaries owned indirectly by Parent. Parent's United States domestic chemical business is held by a chain of subsidiaries, the parent entity of which is Tronox Worldwide LLC (formerly Kerr-McGee Chemical Worldwide LLC and herein referred to as "TWLLC"). The non-domestic chemical business, the parents of which are Kerr-McGee B.V., KM Denmark International ApS, Kerr-McGee Finance (Curacao) and KM (Luxembourg) Holdings S.a.r.l., have been contributed into TWLLC prior to the Effective Date. TWLLC is a wholly-owned subsidiary of Worldwide. The parent entity of the oil and gas exploration and production business is a separate corporation whose parent entity is also Worldwide. The chemical business has no current ownership interest in the companies that comprise the oil and gas exploration and development business and the o

FORM OF MASTER SEPARATION AGREEMENT by and Among LAZARD LTD, LAZARD LLC, LAZ-MD HOLDINGS LLC and LFCM HOLDINGS LLC Dated as of May , 2005 (May 2nd, 2005)

This MASTER SEPARATION AGREEMENT (this Agreement), dated as of , 2005, by and among Lazard Ltd, a Bermuda exempted company (Lazard Ltd), Lazard LLC, a Delaware limited liability company that will be renamed Lazard Group LLC (Lazard Group), LAZ-MD Holdings LLC, a Delaware limited liability company (formerly known as LF Holdings LLC) (LAZ-MD), and LFCM Holdings LLC, a Delaware limited liability company and currently a wholly owned subsidiary of Lazard Group (LFCM, and together with Lazard Ltd, Lazard Group and LAZ-MD, the Parties and each a Party).

Master Separation Agreement (April 11th, 2005)

This MASTER SEPARATION AGREEMENT (this Agreement), dated as of , 2005, by and among Lazard Ltd, a Bermuda limited company (Lazard Ltd), Lazard LLC, a Delaware limited liability company that will be renamed Lazard Group LLC (Lazard Group), LAZ-MD Holdings LLC, a Delaware limited liability company (formerly known as LF Holdings LLC) (LAZ-MD), and LFCM Holdings LLC, a Delaware limited liability company and currently a wholly owned subsidiary of Lazard Group (LFCM, and together with Lazard Ltd, Lazard Group and LAZ-MD, the Parties and each a Party).

Master Separation Agreement (March 21st, 2005)

This MASTER SEPARATION AGREEMENT (this Agreement), dated as of , 2005, by and among Lazard Ltd, a Bermuda limited company (Lazard Ltd), Lazard LLC, a Delaware limited liability company that will be renamed Lazard Group LLC (Lazard Group), LAZ-MD Holdings LLC, a Delaware limited liability company (formerly known as LF Holdings LLC) (LAZ-MD), and LFCM Holdings LLC, a Delaware limited liability company and currently a wholly owned subsidiary of Lazard Group (LFCM, and together with Lazard Ltd, Lazard Group and LAZ-MD, the Parties and each a Party).

Form of Master Separation Agreement (April 22nd, 2004)

THIS MASTER SEPARATION AGREEMENT (this Agreement) is made and entered into as of April [___], 2004, among ACE Limited, a Cayman Islands corporation (ACE), ACE Financial Services Inc., a Delaware corporation (ACE Financial Services), ACE Bermuda Insurance Ltd., a Bermuda company (ACE Bermuda), and Assured Guaranty Ltd., a Bermuda company (the Company).