RhinoRx Distribution definition

RhinoRx Distribution means the distribution on the Closing Date by Rhino to the holders of Rhino Common Stock of all the outstanding shares of RhinoRx Common Stock upon the terms and conditions more fully set forth in Section 3.05.
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Examples of RhinoRx Distribution in a sentence

  • For purposes of each equity incentive plan or arrangement of Hippo or Rhino under which Hippo Restricted Stock or Rhino Restricted Stock, as applicable, was granted, the employment of each Active Transferring Rhino Employee and each Active Transferring Hippo Employee shall be deemed to have terminated without cause immediately following the RhinoRx Distribution or the HippoRx Distribution, as applicable.

  • Each Transferring Rhino Option that is unvested as of the Distribution Time shall cease to represent a right with respect to a share of Rhino Common Stock and shall be deemed to be converted in the RhinoRx Distribution into an option to purchase shares of RhinoRx Common Stock (each, a “RhinoRx Stock Option”), on the same terms and conditions as applied to such Transferring Rhino Option immediately before the Distribution Time.

  • As of the RhinoRx Distribution, the RhinoRx Entities shall have no employees other than the Active Transferring Rhino Employees.

  • Each holder of Rhino Restricted Stock outstanding on the Record Date shall receive the same number of shares of Newco Common Stock by virtue of the RhinoRx Distribution and the Merger as a holder of Rhino Common Stock on the terms and conditions set forth in the applicable sections of Article 2 and this Article 6.

  • On the Closing Date, Rhino and RhinoRx shall consummate the RhinoRx Distribution at the Distribution Time.

  • Hippo covenants to Rhino that during the two-year period following the Closing Date it will not take any action that could cause Section 355(e) of the Code to apply to the RhinoRx Distribution.

  • Rhino covenants to Newco that during the two-year period following the Closing Date it will not take any action that could prevent the RhinoRx Distribution from qualifying as a transaction described in Section 355(a) of the Code.

Related to RhinoRx Distribution

  • Final Distribution means any distribution made in redemption of all or a portion of the Up-MACRO Holding Shares pursuant to Section 5.2(a) or 5.2(c) on the Final Scheduled Termination Date, an Early Termination Date or a Redemption Date.

  • Internal Distribution has the meaning set forth in the recitals hereof.

  • Tax Distribution has the meaning set forth in Section 4.4.

  • Pre-Distribution Tax Period means any taxable period (or portion thereof) that ends on or before the Distribution Date.

  • Post-Distribution Tax Period means a Tax year beginning and ending after the Distribution Date.

  • Capital Distribution means, with respect to any Person, a payment made, liability incurred or other consideration given for the purchase, acquisition, repurchase, redemption or retirement of any Equity Interest of such Person or as a dividend, return of capital or other distribution in respect of any of such Person’s Equity Interests.

  • Income Distribution shall be calculated as set forth in subparagraph (A), below, unless the Prospectus provides for the averaging of income distributions, in which case, "Income Distribution" shall be shall be calculated as set forth in subparagraph (B), below. Accordingly, the Unitholder's "Income Distribution" shall be equal to:

  • Final Distributions means, with respect to the Certificates of any Trust on any Distribution Date, the sum of (x) the aggregate amount of all accrued and unpaid interest on such Certificates (excluding interest, if any, payable with respect to the Deposits relating to such Trust) and (y) the Pool Balance of such Certificates as of the immediately preceding Distribution Date (less the amount of the Deposits for such Class of Certificates as of such preceding Distribution Date other than any portion of such Deposits thereafter used to acquire Equipment Notes pursuant to the Note Purchase Agreement). For purposes of calculating Final Distributions with respect to the Certificates of any Trust, any Premium paid on the Equipment Notes held in such Trust which has not been distributed to the Certificateholders of such Trust (other than such Premium or a portion thereof applied to the payment of interest on the Certificates of such Trust or the reduction of the Pool Balance of such Trust) shall be added to the amount of such Final Distributions.

  • Distribution Transaction means any distribution of equity securities of a Subsidiary of the Company to holders of Common Stock, whether by means of a spin-off, split-off, redemption, reclassification, exchange, stock dividend, share distribution, rights offering or similar transaction.

  • Initial Distribution means the distribution made to holders of Allowed Class C-4 Claims on the Distribution Date.

  • Tax Distribution Date has the meaning set forth in Section 4.01(b)(i).

  • Cash Distribution means the distribution by the Company to all holders of its Common Stock of cash, other than any cash that is distributed upon a merger or consolidation to which Section 2(h) applies or as part of a distribution referred to in paragraph (4) of Section 2(b).

  • Permitted Tax Distribution for any fiscal year means any payments in compliance with clause (6) of the second paragraph under Section 4.03.

  • Special Distribution has the meaning set forth in Section 11.4.

  • Final Distribution Date The Distribution Date on which the final distribution in respect of the Certificates is made pursuant to Section 9.01.

  • Normal distribution channel means a chain of custody for

  • Local Distribution Company or “LDC” means a Person licensed by the OEB as a “Distributor” in connection with a Distribution System.

  • Tax Distributions has the meaning set forth in Section 4.01(b)(i).

  • Expected Distributions means, with respect to the Certificates of any Trust on any Current Distribution Date, the difference between (A) the Pool Balance of such Certificates as of the immediately preceding Distribution Date (or, if the Current Distribution Date is the first Distribution Date, the original aggregate face amount of the Certificates of such Trust) and (B) the Pool Balance of such Certificates as of the Current Distribution Date calculated on the basis that (i) the principal of the Non-Performing Equipment Notes held in such Trust has been paid in full and such payments have been distributed to the holders of such Certificates, (ii) the principal of the Performing Equipment Notes held in such Trust has been paid when due (without giving effect to any Acceleration of Performing Equipment Notes) and such payments have been distributed to the holders of such Certificates and (iii) the principal of any Equipment Notes formerly held in such Trust that have been sold pursuant to the terms hereof has been paid in full and such payments have been distributed to the holders of such Certificates, but without giving effect to any reduction in the Pool Balance as a result of any distribution attributable to Deposits occurring after the immediately preceding Distribution Date (or, if the Current Distribution Date is the first Distribution Date, occurring after the initial issuance of the Certificates of such Trust). For purposes of calculating Expected Distributions with respect to the Certificates of any Trust, any Premium paid on the Equipment Notes held in such Trust which has not been distributed to the Certificateholders of such Trust (other than such Premium or a portion thereof applied to the payment of interest on the Certificates of such Trust or the reduction of the Pool Balance of such Trust) shall be added to the amount of such Expected Distributions.

  • Assumed Final Distribution Date The Distribution Date in July 2036.

  • Main Distribution Frame (MDF) is termination frame for outside facility and inter-exchange office equipment at the central office for DS-0 and DSL services.

  • Distribution Time means the time at which the Distribution is effective on the Distribution Date.

  • Class B Final Distribution Date means the August 16, 2021 Distribution Date.

  • SpinCo Separate Return means any Tax Return of or including any member of the SpinCo Group (including any consolidated, combined, or unitary return) that does not include any member of the Parent Group.

  • Restricted Distribution means as to any Person (i) any dividend or other distribution on any equity interest in such Person (except those payable solely in its equity interests of the same class) or (ii) any payment on account of (a) the purchase, redemption, retirement, defeasance, surrender or acquisition of any equity interests in such Person or any claim respecting the purchase or sale of any equity interest in such Person or (b) any option, warrant or other right to acquire any equity interests in such Person.

  • Pre-Distribution Period means any Tax Year or other taxable period that ends on or before the Distribution Date and, in the case of any Straddle Period, that part of the Tax Year or other taxable period through the end of the day on the Distribution Date.