Net Economic Benefit Agreement definition

Net Economic Benefit Agreement means the Net Economic Benefit Agreement with respect to the operation of the Deferred SpinCo Local Businesses that have been or are being entered into by and between Parent and SpinCo or their respective Subsidiaries in connection with the Separation, the Distribution or the other transactions contemplated by this Agreement.
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Net Economic Benefit Agreement means that certain letter agreement regarding the Net Economic Benefit Arrangement, dated as of the Effective Date, between Seller Parent and Purchaser.
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Net Economic Benefit Agreement means that certain letter agreement regarding the Net Economic Benefit Arrangement, dated as of the Effective Date, between Seller Parent and Purchaser. “Non-Breaching Party” has the meaning set forth in Section 7.2(b). “Omitted Service” has the meaning set forth in Section 2.3(c). “Out-of-Pocket Costs” has the meaning set forth in Section 3.1(b). “Party” has the meaning set forth in the preamble to this Agreement. “Proceeding” has the meaning set forth in Section 9.9(b). “Proposed Change” has the meaning set forth in Section 8.1(d). “Purchase Agreement” has the meaning set forth in the recitals to this Agreement. “Purchaser” has the meaning set forth in the preamble to this Agreement. “Purchaser Indemnified Party” has the meaning set forth in Section 5.1(b). “Purchaser SteerCo Lead” has the meaning set forth in Section 8.1(b). “Representative” has the meaning set forth in Section 6.1(a). “Required Technology” has the meaning set forth in Section 2.12(b). “Reverse Transition Services Agreement” means that certain Reverse Transitional Services Agreement, dated as of the Effective Date, between the Parties. “Seller Parent” has the meaning set forth in the preamble to this Agreement. “Seller Parent Indemnified Party” has the meaning set forth in Section 5.1(a). "Seller Parent Managed Control or Process" has the meaning set forth in Section 2.13. “Seller Parent SteerCo Lead” has the meaning set forth in Section 8.1(b). “Service Exit Costs” means costs and expenses incurred by or on behalf of Seller Parent and its Affiliates in connection with planning and executing migration of Services to Purchaser or a third party service provider, including data extraction, final data migration and decommissioning or removal of any changes made to facilitate the provision of Services hereunder, but excluding costs and expenses that would have been incurred by Seller Parent or its Affiliates after the Closing irrespective of whether this Agreement or the Purchase Agreement is entered into by the Parties. “Service Fee” has the meaning set forth in Section 3.1(a). 3 “Service Functional Lead” has the meaning set forth in Section 2.6. “Service Noncompliance” has the meaning set forth in Section 2.2(a)(i). “Service Period” has the meaning set forth in Section 7.1. “Services” has the meaning set forth in Section 2.1. “Set-Up Costs” means costs and expenses incurred by or on behalf of Seller Parent and its Affiliates after the Effective Date in connection with preparation activitie...
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Examples of Net Economic Benefit Agreement in a sentence

  • The display and input devices themselves may be relatively heavy, clumsy and obtrusive - and sensing devices require that the subject stay within a limited area.

  • With respect to each Deferred Market, from and after the Closing and until the applicable Deferred Market Closing, the applicable Deferred Local Business shall be held and operated by Seller (or a Subsidiary thereof) in accordance with and pursuant to the terms and conditions of the Net Economic Benefit Agreement.

  • As a result of these actions the decline in gross margin was reduced significantly in the second half to 0.3% points.

  • Notwithstanding the delayed transfer of an NEB Employee, through the end of the applicable NEB Period (as defined in the Net Economic Benefit Agreement) or, if earlier, the date of the applicable NEB Employee’s termination of employment, any Loss related to an NEB Employee (including with respect to compensation and benefits and redundancy, severance, termination or similar entitlements paid by Seller or any of its Subsidiaries) shall be considered an Assumed Liability.


More Definitions of Net Economic Benefit Agreement

Net Economic Benefit Agreement has the meaning set forth in Section 6.18(a).
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Net Economic Benefit Agreement means the Net Economic Benefit Agreement, substantially in the form attached hereto as Exhibit G, to be entered into between Seller and Purchaser with respect to the operation of one or more Deferred Local Businesses following the Closing.
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Related to Net Economic Benefit Agreement

  • Net Economic Return shall have the meaning ascribed to such term in paragraph 2 of Exhibit E to the Lease.

  • Non-U.S. Benefit Plan has the meaning set forth in Section 3.20(a).

  • Health benefit plan means a policy, contract, certificate or agreement offered or issued by a health carrier to provide, deliver, arrange for, pay for or reimburse any of the costs of health care services.

  • Foreign Benefit Arrangement any employee benefit arrangement mandated by non-US law that is maintained or contributed to by any Group Member or any ERISA Affiliate.

  • OP Unit Economic Balance has the meaning set forth in Section 6.03(c) hereof.

  • Basic health benefit plan means any plan offered to an individual, a small group,

  • Common Unit Economic Balance has the meaning set forth in Section 5.01(g) hereof.

  • Company Benefit Plan has the meaning specified in Section 4.13(a).

  • Seller Benefit Plan means each Employee Benefit Plan sponsored, maintained or contributed to by a Seller or any of its Affiliates or with respect to which a Seller or any of its Affiliates has, or could reasonably be expected to have, any direct or indirect Liability.

  • Defined Benefit Plan means each Benefit Plan which is subject to Part 3 of Title I of ERISA, Section 412 of the Code or Title IV of ERISA.

  • Foreign Benefit Plan means any Employee Benefit Plan established, maintained or contributed to outside of the United States of America or which covers any employee working or residing outside of the United States.

  • Health benefits plan means a benefits plan which pays or

  • Benefit Arrangement means at any time an employee benefit plan within the meaning of Section 3(3) of ERISA which is not a Plan or a Multiemployer Plan and which is maintained or otherwise contributed to by any member of the ERISA Group.

  • Parent Benefit Plan means any Employee Benefit Plan maintained by, sponsored by or contributed to by, or obligated to be contributed to by any Parent Group Entity.

  • Medical Benefits Schedule means the Medicare Schedule of Benefits produced by the Department of Health to which all fees and benefits relate for inpatient hospital services.

  • Defined Benefit Plan Fraction means a fraction, the numerator of which is the projected annual benefit (determined as of the close of the relevant Plan Year) of the Participant under all Defined Benefit Plans maintained by one or more Related Companies, and the denominator of which is the lesser of (a) the product of 1.25 multiplied by the dollar limitation in effect under Section 415(b)(1)(A) of the Code for the Plan Year, or (b) the product of 1.4 multiplied by the amount which may be taken into account under Section 415(b)(1)(B) of the Code with respect to the Participant for the Plan Year.

  • Defined Contribution Plan A retirement plan which provides for an individual account for each participant and for benefits based solely on the amount contributed to the participant's account, and any income, expenses, gains and losses, and any forfeitures of accounts of other participants which the plan may allocate to such participant's account. The Advisory Committee must treat all defined contribution plans (whether or not terminated) maintained by the Employer as a single plan. Solely for purposes of the limitations of Part 2 of this Article III, the Advisory Committee will treat employee contributions made to a defined benefit plan maintained by the Employer as a separate defined contribution plan. The Advisory Committee also will treat as a defined contribution plan an individual medical account (as defined in Code Section 415(l)(2)) included as part of a defined benefit plan maintained by the Employer and, for taxable years ending after December 31, 1985, a welfare benefit fund under Code Section 419(e) maintained by the Employer to the extent there are post-retirement medical benefits allocated to the separate account of a key employee (as defined in Code Section 419A(d)(3)).

  • Buyer Benefit Plans has the meaning set forth in Section 6.10(f).

  • Company Benefit Plans has the meaning set forth in Section 3.16(a).

  • Payroll Tax Executive Order means the Presidential Memorandum on Deferring Payroll Tax Obligations in Light of the Ongoing COVID-19 Disaster, as issued on August 8, 2020 and including any administrative or other guidance published with respect thereto by any Taxing Authority (including IRS Notice 2020-65).

  • Seller Benefit Plans has the meaning set forth in Section 4.10(a).

  • Parent Benefit Plans has the meaning set forth in Section 5.07(b).

  • Pharmacy benefits management means the administration or management of prescription drug

  • Broad-Based Black Economic Empowerment Act means the Broad-Based Black Economic Empowerment Act, 2003 (Act No. 53 of 2003);

  • Pension Benefit Plan means at any time any employee pension benefit plan (including a Multiple Employer Plan, but not a Multiemployer Plan) which is covered by Title IV of ERISA or is subject to the minimum funding standards under Section 412 of the Code and either (i) is maintained by any member of the Controlled Group for employees of any member of the Controlled Group; or (ii) has at any time within the preceding five years been maintained by any entity which was at such time a member of the Controlled Group for employees of any entity which was at such time a member of the Controlled Group.

  • Canadian Defined Benefit Pension Plan means a Canadian Pension Plan which contains a “defined benefit provision,” as defined in subsection 147.1(1) of the Income Tax Act (Canada).