Demerger Agreement definition

Demerger Agreement means the demerger agreement entered into or to be entered into between Haleon and GSK [on or around the date of the SCIA];

Demerger Agreement means the demerger agreement entered into or to be entered into between Haleon and GSK on or around the date of the SCIA;

Demerger Agreement means the demerger agreement entered into or to be entered into in the agreed form between GSK and the Company on or around the date of this Deed;

Examples of Demerger Agreement in a sentence

• Nothing contained in this Agreement shall be deemed to supersede any of the covenants, agreements, representations or warranties of Elan, Seller, Prothena, or Buyer contained in the Demerger Agreement.

• This Agreement is subject in all respects to the terms and conditions of the Demerger Agreement.

• The ongoing relationship between Prudential and the Company following the Demerger will be governed by the Demerger Agreement and the Registration Rights Agreement.

• In the event of a conflict between this Agreement and the Demerger Agreement, the terms of the Demerger Agreement shall control.

• The consummation of the transactions contemplated by this Agreement shall constitute part of the Pre-Demerger Restructuring (as defined in the Demerger Agreement) under the Demerger Agreement and shall accordingly be consummated prior to the consummation of the transactions contemplated by the Demerger Agreement.

More Definitions of Demerger Agreement

Demerger Agreement means the demerger agreement to be entered into between Reckitt Benckiser Group plc and lndivior plc on or around 17 November 2014.

Demerger Agreement means the Demerger Agreement, dated as of November 8, 2012, between Parent and Prothena, as may be amended from time to time.

Demerger Agreement means the demerger agreement entered into between the parties dated on or about the date of this Agreement pursuant to which GSK Parent intends to demerge the predominant part of its interest in its consumer healthcare business by way of an indirect dividend demerger;

Demerger Agreement means the demerger agreement entered into between Purchaser Parent and New Purchaser Parent entered into on or about 1 June 2022 pursuant to which Purchaser Parent intends to demerge the predominant part of its interest in its consumer healthcare business by way of an indirect dividend demerger.”

Demerger Agreement has the meaning set forth in Section 4.7, Paragraph 1.

Demerger Agreement means the agreement in relation to the Demerger to be entered into by Codan Forsikring, Tryg Regulated Company and NewCo immediately prior to the execution of the Demerger Plan and shall contain a cross-indemnification relating to statutory demerger liability pursuant to section 254(2) of the Danish Companies Act pursuant to which Tryg Regulated Company shall indemnify NewCo for Demerger Claims made against NewCo which relate to the Tryg Perimeter and NewCo shall indemnify Tryg Regulated Company for Demerger Claims made against Tryg Regulated Company which relate to the CodanDK Perimeter and further and on a secondary basis: (a) Tryg shall indemnify NewCo for all Demerger Claims against NewCo if such Demerger Claims relate to the Tryg Perimeter; and (b) Intact (only 50% of the demerger liability) shall indemnify Tryg Regulated Company for all Demerger Claims against Tryg Regulated Company if such Demerger Claims relate to the CodanDK Perimeter;

Demerger Agreement means the agreement to be entered into between the Company and Demerger Sub setting out the terms and conditions of the Demerger as reasonably agreed in good faith between Parent (or one or more of its Subsidiaries) and the Company.