Noveon definition

Noveon means Noveon, Inc., its parents, subsidiaries, affiliates, and each of their predecessors, successors, assigns, present and former directors, officers, employees, agents, and representatives.

Noveon has provided Lubrizol with a schedule (the "List of Holders and Amounts") that lists all of the holders of Merger Shares and/or Company Options (each, a "Holder") and sets forth the number of Merger Shares and/or Company Options held, and the amount of the payment to be received, by each of them. - Noveon has sent to each Holder a letter of transmittal pursuant to which the Holders can surrender their Merger Shares for payment and direct payment for their Company Options pursuant to the Merger Agreement (the "Letter of Transmittal"). Noveon International Inc. June 2,2004 Page 2 - Prior to the Effective Time, Noveon, and, after the Effective Time, Fried, Frank, Harris, Shriver & Jacobson LLP ("Fried Frank"), on behalf of the Xxxxxxx, wxxx xx xesponsixxx xxx xxxeiving Letters of Transmittal from the Holders, and will, in consultation with Lubrizol and its counsel, verify that each submitted Letter of Transmittal has been properly executed and is accompanied by all documentation required by the Letter of Transmittal ("Required Documentation"), which includes without limitation, in the case of the surrender of Merger Shares, valid share certificates representing the surrendered Merger Shares or affidavits in respect of lost, stolen or destroyed certificates as provided for in Section 2.3(i) of the Merger Agreement. - At least one day prior to the Effective Time, Noveon will provide to Lubrizol and KeyBank a schedule of the Holders entitled to receive payment in respect of Merger Shares and/or Company Options as of the Effective Time and the amount entitled to be received by each Holder (the "Closing Date Payment Schedule"). From time to time after the Effective Time and prior to the date that is six months therefrom, Lubrizol, based on Letters of Transmittal submitted to Fried Frank and delivered to Lubrizol, may provide to KeyXxxx xxxxxxles of the Holders not listed on the Closing Date Payment Schedule that become entitled to receive payment in respect of Merger Shares and/or are entitled to payment in respect of Company Options by having delivered Letters of Transmittal and all Required Documentation (the "Post-Closing Payment Schedules"). - KeyBank will not make any payments of Merger Consideration in respect of Merger Shares or Company Options until 24 hours following the delivery to Lubrizol and KeyBank of the Closing Date Payment Schedule or delivery to KeyBank of any Post-Closing Payment Schedule, as applicable, which relates to the payments. - Noveon a...

Noveon or any variation thereof, including "LZ," "NV," "Lubrizol Performance Products," and "Lubrizol Foam Control Products", appearing on the Inventories purchased and acquired hereunder unless such removal or rendering illegible would cause such Inventories to become unusable. Aside from any failure to use commercially reasonable efforts as required pursuant to this Section 7.18(a), no failure to actually remove or render illegible such references shall be deemed a breach of this Agreement.

Examples of Noveon in a sentence

• Prior to joining the Company, he was Director of Global Tax for Noveon, Inc., a specialty chemicals company, and began his career with Ernst & Young LLP.

• Notwithstanding any provision to the contrary, prior to January 1, 2006, for purposes of this Plan, an “officer” or “Participant” does not include any employee of Noveon, Inc.

• Notwithstanding any provision to the contrary, for purposes of this Plan, an "officer" or "Participant" does not include any employee of Noveon, Inc.

• Prior to joining the Company, he was Director of Global Tax for Noveon, Inc., a specialty chemicals company, and began his career with Ernst & Young LLP.Timothy R.

• Nevercheless, che Noveon Presidenc of Technology underlined chac formerly chere was no direcc conflicc in che alliance.

• Currency depreciations and falling financial market indices were also among the many adverse effects of the current crisis.

• WashingtonThree facilities from Washington were reviewed: Kettle Falls Generating Station (WA0045217), Longview Fibre Paper and Packaging (WA0000078), and Noveon Kalama (WA0000281).

• Avebe and Noveon were noc only coerced co deal wich che unprediccable response of che markec buc oughc co manage che degree of compecicion chac exisced becween boch parcies.

• Noveon did noc see any pocencial markec for chis cype of princing in che Uniced Scaces.

• Kettle Falls uses closed-cycle cooling that is supplied by municipal sources; its NPDES permit contains requirements for only process wastewater (including cooling tower blowdown).§316(a): The permits for Kettle Falls and Noveon contain temperature limits and use a mixing zone to meet thermal limits.

More Definitions of Noveon

Noveon or any variation thereof, including "LZ," "NV," "Lubrizol Performance Products," "Lubrizol Foam Control Products" and the like, appearing on the Inventory purchased and acquired hereunder would cause such Inventory to become unusable, Buyer (or Buyer's Affiliates) shall be entitled use such Inventory in the ordinary course of Buyer's (or Buyer's Affiliates') business for a period of twelve (12) consecutive months following the Closing Date without modifying such references; provided, however, that, within six (6) months of the Closing Date, Buyer shall (or shall cause Buyer's Affiliates to) affix in a prominent manner and location on any finished goods in Inventories to be sold or distributed to third parties markings that are sufficient to identify Buyer (or Buyer's Affiliates) as the manufacturer or seller of such items.

Noveon or any variation thereof, including "LZ," "NV," "Lubrizol Performance Products," and "Lubrizol Foam Control Products," except that nothing (including, without limitation, any provision of this Agreement or the Transaction Documents) shall limit or prevent Buyer or its Affiliates from, and Sellers, IP Sellers, and their Affiliates shall not seek to limit or prevent Buyer or its Affiliates from: (i) using any of the foregoing terms in this subsection (c) in order to indicate, as a historical fact, the actual former names of the Businesses or the relations to Sellers or IP Sellers; or (ii) using any term in a generic or descriptive manner, or using any terms such as "Specialty," "Performance," "Performance Products," "Foam Control Products," "Performance Materials," "Specialty Chemicals," or "Performance Chemicals."

Noveon means Noveon, Inc., a Delaware corporation.