Separation Documents definition

Separation Documents means the Separation Agreement, the Transition Services Agreement, the Employee Matters Agreement, the Tax Matters Agreement and the Assignment Agreement.

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Separation Documents means the separation agreement, the transition services agreement, the tax matters agreement, the employee matters agreement, the stockholder and registration rights agreement, the intellectual property license agreements, the metal supply agreement, the real estate arrangements, the North American packaging business agreement and the spare parts loan agreement, that the Company entered into in connection with its spin-off from Arconic Inc. (formerly Alcoa Inc.).

Separation Documents means the Plan of Reorganization, the Financial Matters Agreement and the Tax Sharing Agreement.

Examples of Separation Documents in a sentence

• In addition to the actions specifically provided for elsewhere in this Agreement, each of the parties hereto shall use reasonable best efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things reasonably necessary, proper or advisable under Applicable Laws, regulations and agreements to consummate and make effective the Transactions contemplated by this Agreement and the other Separation Documents.

• Except as may be otherwise specifically provided elsewhere in this Agreement or in any of the Separation Documents, such costs shall be computed by the providing party using methodologies and procedures that bear a reasonable relationship to the actual cost of providing such Information.

• If a controversy, claim or dispute of whatever nature arising out of or relating to this Agreement or any of the other Separation Documents or the breach, termination, enforceability or validity thereof which has not been resolved in the normal course of business arises between the parties (a “Dispute”), the parties agree to use and follow the dispute resolution procedures of this Article XIII, except where an injunction, specific performance or other equitable relief is sought.

• Without limiting the foregoing and except as otherwise provided in the Separation Documents, Information may be requested for audit, accounting, claims, litigation and Tax purposes, as well as for purposes of fulfilling disclosure and reporting obligations.

• The Separation, including all of the terms and conditions thereof, shall have been duly approved by the board of directors and (if required by Applicable Laws) the shareholders of each of Entergy and the Borrower, and all Separation Documents shall have been duly executed and delivered by the parties thereto and shall be in full force and effect.

More Definitions of Separation Documents

Separation Documents means (i) the Separation and Distribution Agreement by and between Entergy and the Borrower, and (ii) the Amended and Restated Operating Agreement by and among Entergy, the Borrower and EquaGen, each as in effect on the Funds Availability Date.

Separation Documents means, collectively, those agreements set forth on Schedule 1.01(a), in each case, in the forms delivered and certified to the Lenders pursuant to Section 6.01(c), as modified from time to time prior to the Initial Availability Date to the extent permitted under Section 6.02(a)(vii).

Separation Documents means the Separation Agreement, Tax Matters Agreement, Transition Services Agreement and Employee Matters Agreement, certain commercial agreements and other ancillary agreements, and any other instruments, assignment, documents and agreements executed in connection with the implementation of the transactions contemplated by any of the foregoing.

Separation Documents means (i) the Separation and Distribution Agreement, (ii) the Transition Services Agreement between Cadbury and the Borrower substantially in the form of the most recent draft delivered to the Bookrunners on or prior to the date hereof and contained in Annex II, (iii) the Employee Matters Agreement among Cadbury, the Borrower and, solely for certain sections set forth therein, Cadbury UK substantially in the form of the most recent draft delivered to the Bookrunners on or prior to the date hereof and contained in Annex II, (iv) the Omnibus Stock Incentive Plan of 2008 substantially in the form of the most recent draft delivered to the Bookrunners on or prior to the date hereof and contained in Annex II, (v) the Annual Cash Incentive Plan substantially in the form of the most recent draft delivered to the Bookrunners on or prior to the date hereof and contained in Annex II, (vi) the Employee Stock Purchase Plan substantially in the form of the most recent draft delivered to the Bookrunners on or prior to the date hereof and contained in Annex II, (vii) the Tax Sharing and Indemnification Agreement, (vii) the Know-How Agreement among Cadbury, the Borrower and its Subsidiaries substantially in the form of the most recent draft delivered to the Bookrunners on or prior to the date hereof and contained in Annex II and (viii) the Domain Names Agreement among Cadbury and the Borrower substantially in the form of the most recent draft delivered to the Bookrunners on or prior to the date hereof and contained in Annex II, in each case, as amended to the extent permitted under Section 3.14(d).

Separation Documents means all Contracts, assignments, conveyances, instruments and any other documents, and any restatements thereof or amendments or supplements thereto, executed, delivered, filed or otherwise used by the Seller Group or the Parent Group or any of their respective Affiliates to effect the Separation or otherwise in connection with the Separation, including the IP Assignment Agreements.

Separation Documents means the Separation and Distribution Agreement, the Computer and Data Processing Transition Services Agreement, the Receivables Collection Agreement, the Billing and Collection Agreement, the Eligibility Screening Services Agreement, the Employee Service Center/HRIS Transition Services Agreement, the Shared Services Center Transition Services Agreement, the Supplemental Medicaid Program Services Agreement, certain other short-term transition services agreements that may be entered into on or following the Distribution Date, the Tax Matters Agreement and the Employee Matters Agreement, among CHS and its subsidiaries (not including the Borrower and its Subsidiaries), on the one hand, and the Borrower and its Subsidiaries, on the other hand, with respect to services and transactions relating to the separation of the Borrower and its Subsidiaries from CHS.

Separation Documents means the agreements, instruments or other documents entered into in connection with the Transactions described in the Offering Memorandum as of the date thereof, each on substantially the terms described in the Offering Memorandum as of the date thereof, and each other agreement, instrument or document related or incidental thereto.