Spin-Off Transactions means the series of transactions contemplated by and described in the Form 10, including, but not limited to the Spin-Off.

Spin-Off Transactions means the “Transactions” (as defined in the Original Credit Agreement) described in clauses (a), (b) and (e) (to the extent relating to clauses (a) and (b)) thereof.

Examples of Spin-Off Transactions in a sentence

The analysis of the consequences of the transactions considered involves a close evaluation of the applicable legal standards in light of the facts and circumstances related to the Spin-Off Transactions and any related transactions.
A joint stock company has been founded among the founders whose first name, surname, residences and nationalities are mentioned in the second article of this Articles of Association pursuant to the subparagraph b of the 3rd paragraph of the article 19 and the article 20 of the Corporate Tax Law No. 5520 and the provisions of the “Common Communiqué regarding Principles and Procedures of Partial Spin-Off Transactions of the Joint Stock and Limited Liability Companies” published in the Official Gazette no.
Hensley, Successor Obligor Clauses: Transferring “All of Substantially All” Corporate Assets in Spin-Off Transactions, Colorado Lawyer 45 (Feb.
Upon consummation of the Spin-Off Transactions, --------------------- the Net Worth Condition will be satisfied.
As of the Agreement Date and after giving effect to the initial borrowings hereunder and the application thereof, and as of the Revolving Credit Effective Date and after giving effect to the Spin-Off Transactions, the Company is Solvent, and the Parent, the Company and the other Subsidiaries (taken as a whole) are Solvent.

More Definitions of Spin-Off Transactions

Spin-Off Transactions means the separation (the “Separation”) of the packaging, Web3, and Bitcoin mining services businesses (collectively, the “Spin-Off Businesses”) from Vinco Ventures Inc., a Nevada corporation (“BBIG”), and the creation of an independent, publicly traded company, the Company, through the consummation of (i) the contribution by BBIG to the Company of the assets, including the various legal entities that are subsidiaries of BBIG, subject to any related liabilities, associated with the Spin-Off Businesses, (ii) the distribution of all of the shares of Common Stock owned by BBIG to stockholders of BBIG (the “Spin-off Distribution”) as of the close of business on the record date for such Spin-off Distribution and (iii) means any other transaction to effect the Separation, including those related to the various name changes, stock listings, and contractual arrangements between us and BBIG.

Spin-Off Transactions has the meaning assigned to such term in the recitals hereto.

Spin-Off Transactions has the meaning set forth in the recitals to this Agreement.

Spin-Off Transactions the separation of Cendant as contemplated by the Separation Agreement.

Spin-Off Transactions has the meaning given to such term in the Senior Credit Agreement.

Spin-Off Transactions as defined in the recitals hereto.

Spin-Off Transactions means the IPO, the Spin-Off, the Post-Closing Ownership, the Post-Closing Distribution, the Company Guaranty (and release thereof in accordance with its terms) and any transactions incidental to or reasonably necessary to effectuate any of the foregoing, in each case to the extent (i) described herein or in the Registration Statement, (ii) otherwise disclosed in writing by the Parent Borrower to the Administrative Agent and the Lenders prior to the Effective Date and (x) filed by the Parent Borrower with the SEC and/or (y) obtained by the Company or the Parent Borrower from the IRS and/or (iii) between and among the Parent Borrower and/or its Subsidiaries entered into in connection with, and in furtherance of, any of the foregoing clauses (i) and (ii), so long as each such transaction under this clause (iii) is not materially adverse to the Administrative Agent and the Lenders.