Local Separation Agreement definition

Local Separation Agreement means each of the asset transfer agreements, share transfer agreements, business transfer agreements, certificates of demerger and merger and other agreements and instruments that provide for or effect the separation of the Mallinckrodt Business from the Covidien Business, as contemplated by the Plan of Reorganization.
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Local Separation Agreement has the meaning given in the Separation Agreement;
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Local Separation Agreement has the meaning given in Clause 4.1 (Execution of Local Separation Agreements);
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Examples of Local Separation Agreement in a sentence

  • The Tax treatment of any step in or portion of the Reorganization shall be reported on each applicable Tax Return consistently with the treatment thereof in any Ruling Request, Tax Opinion, Ruling, and Local Separation Agreement, taking into account the jurisdiction in which such Tax Returns are filed, unless there is no Reasonable Basis for such Tax treatment.

  • To the extent that either Party (or a member of its Group) does bring a claim in breach of this Clause 4.3 (Local Separation Agreement Claims), such Party shall indemnify the other Party (and each member of its Group) against all Liabilities which the other Party (or the relevant member of its Group) may suffer through or arising from the bringing of such a claim.

  • To the extent that either Party (or a member of its Group) does bring a claim in breach of this Clause 4.3 ( Local Separation Agreement Claims ), such Party shall indemnify the other Party (and each member of its Group) against all Liabilities which the other Party (or the relevant member of its Group) may suffer through or arising from the bringing of such a claim.

  • Except as set forth on Schedule 2.02(d), any outstanding obligations pursuant to any Local Separation Agreement that have not been fully performed by the Separation Date shall be terminated and of no further force or effect on the Separation Date.

  • The provisions of this Agreement shall apply in respect of all jurisdictions wherever situated; provided, however, that to the extent a Local Separation Agreement or an appendix attached hereto addresses employment, compensation and employee benefit matters, the terms of such Local Separation Agreement or such appendix shall govern in respect of matters relating to employees employed in the applicable jurisdiction.

  • This Agreement, the Local Separation Agreement and exhibits, schedules and appendices hereto and thereto and the specific agreements contemplated herein or thereby, contain the entire agreement between the Parties with respect to the subject matter hereof and supersedes all previous agreements, negotiations, discussions, writings, understandings, commitments and conversations with respect to such subject matter.


More Definitions of Local Separation Agreement

Local Separation Agreement has the meaning set out in the Preamble to this Agreement.
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Related to Local Separation Agreement

  • Master Separation Agreement has the meaning set forth in the recitals.

  • Transition Agreement means the Transition Power Sales Agreement dated as of November 24, 1998, by and between Seller, Southern Energy, Southern Energy Bowline, L.L.C. and Southern Energy Xxxxxx, L.L.C.

  • Secondment Agreement means the secondment agreement between one or more members of the Vishay Group, as the seconding party, on the one hand, and one or more members of the VPG Group on the other hand, listed on Exhibit I, in the substantially in the forms attached to such Exhibit. From and after the Distribution Date, the Secondment Agreement shall refer to the secondment agreement substantially in the form attached to Exhibit I, as amended and/or modified from time to time in accordance with its terms.

  • Formation Agreement has the meaning attributed to it in Recital A;

  • Retention Agreements has the meaning set forth in Section 5.11(e).

  • Termination Agreement has the meaning set forth in the Recitals.

  • Co-operation Agreement means the agreement between the Exchange and Oslo Børs with regards to the access to the Linked Order Book;

  • Affiliation Agreement means a written agreement between a chartered program and any person that sets forth the roles and responsibilities of the parties, is signed by the individuals with authority to sign contracts, and provides for any of the following:

  • Non-Competition Agreement has the meaning set forth in Section 2.1 of this Agreement.

  • Employment Agreements shall have the meaning provided in Section 5.05.

  • Distribution Agreement has the meaning set forth in the recitals to this Agreement.

  • Sponsor Letter Agreement has the meaning set forth in the recitals to this Agreement.

  • Connection Agreement means an agreement entered into between a distributor and a person connected to its distribution system that delineates the conditions of the connection and delivery of electricity to or from that connection;

  • Designation Agreement means a designation agreement in substantially the form of Exhibit G attached hereto, entered into by a Bank and a Designated Lender and accepted by the Administrative Agent.

  • Implementation Agreement means the Implementation Agreement dated ……… by and between the GOB, PGCB and the Company in connection with the Project, and also includes any amendment of it made from time to time;

  • Separation Agreement has the meaning set forth in the recitals to this Agreement.

  • Mediation agreement means a written agreement between the parties to a mediation meeting.

  • Cooperation Agreement means that certain Mortgage Loan Cooperation Agreement, dated as of the Closing Date, among Borrower, Lender and Sponsor, as the same may from time to time be amended, restated, replaced, supplemented or otherwise modified in accordance herewith.

  • Non-Competition Agreements has the meaning set forth in the Recitals.

  • Combination Agreement has the meaning set forth in the Recitals.

  • Distribution Agreements means (i) any and all agreements entered into by a Credit Party, pursuant to which such Credit Party has sold, leased, licensed or assigned distribution rights or other exploitation rights to any Item of Product to an un-Affiliated Person, and (ii) any and all agreements hereafter entered into by a Credit Party pursuant to which such Credit Party sells, leases, licenses or assigns distribution rights or other exploitation rights to an Item of Product to an un-Affiliated Person.

  • Foundation Agreement means the agreement dated the 20th February 1985 made between the Trustee, the Manager, Xxxxxxxx, Genting WA and Tileska providing for the subscription of Units and Options;

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Noncompetition Agreement has the meaning stated in Section 2.1.

  • Transaction Agreement has the meaning set forth in the recitals.

  • SPS Agreement means the Agreement on the Application of Sanitary and Phytosanitary Measures which is a part of the WTO Agreement; Subheading means the first six digits in the tariff classification number under the HS; Territory means: