Form Of Separation And Distribution Agreement Sample Contracts

Share Cite Term
Link

Embed (HTML)
GCP Applied Technologies Inc. – Form of Separation and Distribution Agreement by and Among W. R. Grace & Co., W. R. Grace & Co.-Conn. And Gcp Applied Technologies Inc. Dated as of January 27, 2016 (January 28th, 2016)

This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of January 27, 2016 (this "Agreement"), is by and among W. R. Grace & Co., a Delaware corporation ("Grace"), W. R. Grace & Co.-Conn., a Connecticut corporation ("Grace Conn") and GCP Applied Technologies Inc., a Delaware corporation ("GCP"). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.

Form of Separation and Distribution Agreement by and Among W. R. Grace & Co., W. R. Grace & Co.-Conn. And Gcp Applied Technologies Inc. Dated as of January 27, 2016 (January 28th, 2016)

This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of January 27, 2016 (this "Agreement"), is by and among W. R. Grace & Co., a Delaware corporation ("Grace"), W. R. Grace & Co.-Conn., a Connecticut corporation ("Grace Conn") and GCP Applied Technologies Inc., a Delaware corporation ("GCP"). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.

Marcus & Millichap, Inc. – Form of Separation and Distribution Agreement Between Marcus & Millichap Company and Marcus & Millichap, Inc. (September 23rd, 2013)

THIS SEPARATION AND DISTRIBUTION AGREEMENT, dated as of [], 2013, is by and between MARCUS & MILLICHAP COMPANY, a California corporation (MMC) and MARCUS & MILLICHAP, INC., a Delaware corporation (the Company). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I hereof.

Form of Separation and Distribution Agreement (October 19th, 2012)

THIS SEPARATION AND DISTRIBUTION AGREEMENT (this Agreement) is made and entered into as of , 2012, by and among Dean Foods Company, a Delaware corporation (Dean Foods), The WhiteWave Foods Company, a Delaware corporation and a wholly-owned subsidiary of Dean Foods (WhiteWave), and WWF Operating Company, a Delaware corporation and a wholly-owned subsidiary of Dean Foods (WWF Operating Company). Capitalized terms used and not otherwise defined in this Agreement have the meanings ascribed to such terms in Article 1 of this Agreement.

Form of Separation and Distribution Agreement (October 11th, 2012)

THIS SEPARATION AND DISTRIBUTION AGREEMENT (this Agreement) is made and entered into as of , 2012, by and among Dean Foods Company, a Delaware corporation (Dean Foods), The WhiteWave Foods Company, a Delaware corporation and a wholly-owned subsidiary of Dean Foods (WhiteWave), and WWF Operating Company, a Delaware corporation and a wholly-owned subsidiary of Dean Foods (WWF Operating Company). Capitalized terms used and not otherwise defined in this Agreement have the meanings ascribed to such terms in Article 1 of this Agreement.

Fiesta Restaurant Group, Inc. – FORM OF SEPARATION AND DISTRIBUTION AGREEMENT Among CARROLS RESTAURANT GROUP, INC. CARROLS CORPORATION and FIESTA RESTAURANT GROUP, INC. Dated as Of (January 26th, 2012)

This SEPARATION AND DISTRIBUTION AGREEMENT (this Agreement) is entered into as of [ ], 2012, between Carrols Restaurant Group, Inc., a Delaware corporation (CRG), Carrols Corporation, a Delaware corporation (Carrols) and Fiesta Restaurant Group, Inc., a Delaware corporation (Fiesta Restaurant Group). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in Article I hereof.

FORM OF SEPARATION AND DISTRIBUTION AGREEMENT by and Between THE WILLIAMS COMPANIES, INC., and WPX ENERGY, INC. Dated as of , 2011 (September 2nd, 2011)

SEPARATION AND DISTRIBUTION AGREEMENT, dated as of , 2011 (this Agreement), by and between The Williams Companies, Inc., a Delaware corporation (WMB), and WPX Energy, Inc., a Delaware corporation (WPX).

FORM OF SEPARATION AND DISTRIBUTION AGREEMENT by and Between THE WILLIAMS COMPANIES, INC., and WPX ENERGY, INC. Dated as of , 2011 (July 19th, 2011)

SEPARATION AND DISTRIBUTION AGREEMENT, dated as of , 2011 (this Agreement), by and between The Williams Companies, Inc., a Delaware corporation (WMB), and WPX Energy, Inc., a Delaware corporation (WPX).

Lone Pine Resources Inc. – FORM OF SEPARATION AND DISTRIBUTION AGREEMENT BY AND AMONG FOREST OIL CORPORATION, CANADIAN FOREST OIL LTD., AND LONE PINE RESOURCES INC. Dated as of , 2011 (April 27th, 2011)

THIS SEPARATION AND DISTRIBUTION AGREEMENT (this Agreement) is entered into as of , 2011, by and among Forest Oil Corporation, a New York corporation (Forest), Canadian Forest Oil Ltd., an Alberta corporation (CFOL), and Lone Pine Resources Inc., a Delaware corporation and wholly-owned subsidiary of Forest (Lone Pine and, together with Forest and CFOL, the parties). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in Article I hereof.

Lone Pine Resources Inc. – FORM OF SEPARATION AND DISTRIBUTION AGREEMENT BY AND AMONG FOREST OIL CORPORATION, CANADIAN FOREST OIL LTD., AND LONE PINE RESOURCES INC. Dated as of , 2011 (April 8th, 2011)

THIS SEPARATION AND DISTRIBUTION AGREEMENT (this Agreement) is entered into as of , 2011, by and among Forest Oil Corporation, a New York corporation (Forest), Canadian Forest Oil Ltd., an Alberta corporation (CFOL), and Lone Pine Resources Inc., a Delaware corporation and wholly-owned subsidiary of Forest (Lone Pine and, together with Forest and CFOL, the parties). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in Article I hereof.

Mastech Holdings Inc – FORM OF SEPARATION AND DISTRIBUTION AGREEMENT by and Between iGATE CORPORATION and MASTECH HOLDINGS, INC. Dated as of [ ], 2008 (July 23rd, 2008)

This SEPARATION AND DISTRIBUTION AGREEMENT (this Agreement), is entered into as of [ ], 2008, by and between iGATE Holdings, Inc., a Pennsylvania corporation (iGATE), and Mastech Holdings, Inc., a Pennsylvania corporation (Mastech) (each a Party and together, the Parties).

Tyco International Finance S.A. – FORM OF SEPARATION AND DISTRIBUTION AGREEMENT by and Among TYCO INTERNATIONAL LTD., COVIDIEN LTD., and TYCO ELECTRONICS LTD. Dated as of , 2007 (April 20th, 2007)

SEPARATION AND DISTRIBUTION AGREEMENT (this Agreement), dated as of , 2007, by and among Tyco International Ltd., a Bermuda corporation (Tyco), Covidien Ltd., a Bermuda corporation (formerly known as Tyco Healthcare Ltd.) (Healthcare), and Tyco Electronics Ltd., a Bermuda corporation (Electronics). Each of Tyco, Healthcare and Electronics is sometimes referred to herein as a Party and collectively, as the Parties.

Form of Separation and Distribution Agreement (August 30th, 2005)

This SEPARATION AND DISTRIBUTION AGREEMENT (this "Agreement"), dated as of August 24, 2005, by and between American Express Company, a New York corporation ("AXP"), and Ameriprise Financial, Inc., a Delaware corporation and a wholly owned subsidiary of AXP ("Ameriprise", and, together with AXP, each, a "Party" and collectively, the "Parties").

Form of Separation and Distribution Agreement (August 30th, 2005)

This SEPARATION AND DISTRIBUTION AGREEMENT (this "Agreement"), dated as of August 24, 2005, by and between American Express Company, a New York corporation ("AXP"), and Ameriprise Financial, Inc., a Delaware corporation and a wholly owned subsidiary of AXP ("Ameriprise", and, together with AXP, each, a "Party" and collectively, the "Parties").

Chaparral Steel – FORM OF SEPARATION AND DISTRIBUTION AGREEMENT Dated as of , 2005 Between TEXAS INDUSTRIES, INC. And CHAPARRAL STEEL COMPANY (May 6th, 2005)

THIS AGREEMENT is made on , 2005 by and between Texas Industries, Inc. (TXI), a Delaware corporation, and Chaparral Steel Company (Chaparral), a Delaware corporation, and, as of the date hereof, a wholly-owned subsidiary of TXI.