Separation and Distribution Agreement definition

Separation and Distribution Agreement has the meaning set forth in the Recitals.

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Separation and Distribution Agreement shall have the meaning set forth in the recitals to this Agreement.

Separation and Distribution Agreement has the meaning set forth in the preamble.

Examples of Separation and Distribution Agreement in a sentence

The approval of the Company’s shareholders is not required to effect the transactions contemplated by the Separation and Distribution Agreement, this Agreement or any of the other Transaction Documents.
Nothing in this Agreement is intended to confer upon or impose upon any Party a duplicative right, entitlement, obligation or recovery with respect to any matter arising out of the same facts and circumstances (including with respect to the rights, entitlements, obligations and recoveries that may arise out of this Agreement or indemnification provisions of the Separation and Distribution Agreement).
The excess, if any, of the amount of Accrued Liabilities transferred over the amount of Assets transferred in accordance with the terms of this ARTICLE XIV in respect of the In-Scope Plans (as defined in the Accounting Principles) shall be included within the calculation of SpinCo Indebtedness in the Separation and Distribution Agreement.
The provisions of Section 6.9 and Article IX (Miscellaneous) of the Separation and Distribution Agreement are incorporated by reference herein as if the same had been set forth herein, mutatis mutandis.
To the extent there is any dispute as to whether a particular Liability is reflected in Net Working Capital or SpinCo Indebtedness, the Parties shall resolve such dispute in accordance with the dispute resolution provisions of the Separation and Distribution Agreement.

More Definitions of Separation and Distribution Agreement

Separation and Distribution Agreement means that Separation and Distribution Agreement, dated as of the date hereof, by and among the Company, Parent and SpinCo, attached as Exhibit A to this Agreement.

Separation and Distribution Agreement means the Separation and Distribution Agreement by and among Cendant, the Issuer, Travelport Inc. and Wyndham Worldwide Corporation, dated as of July 27, 2006.

Separation and Distribution Agreement means the Separation and Distribution Agreement by and between Parent and SpinCo in connection with the Separation and the Distribution, as it may be amended, modified or supplemented from time to time.

Separation and Distribution Agreement has the meaning given in Recital (A);

Separation and Distribution Agreement means the Separation and Distribution Agreement, dated on or about the date hereof, by and between Parent and the Company, as amended, modified or supplemented from time to time.

Separation and Distribution Agreement means the Separation and Distribution Agreement by and between the Parties, dated as of November 28, 2012.

Separation and Distribution Agreement means the Separation and Distribution Agreement, effective as of November 21, 2011, between Marriott International, Inc., the Parent Guarantor, the Issuer, Marriott Resorts Hospitality Corporation, MVCI Asia Pacific Pte. Ltd. and MVCO Series LLC.