Talco definition
Examples of Talco in a sentence
Azure shall use Reasonable Best Efforts to remove, or cause to be removed, all inventory of Talco immediately prior to Closing.
Azure has made available to ▇▇▇▇▇▇ true and complete copies of the Organizational Documents of Talco as in effect on the Execution Date.
Prior to, or concurrently with, the Closing, Azure shall have obtained and provided to ▇▇▇▇▇▇ releases of Talco from all Indebtedness of Azure (including guarantees by Talco under the Azure Debt Facility), without any post-Closing liability or expense to the Legacy Assets, Legacy Business or the ▇▇▇▇▇▇ Parties and shall provide proof of such releases and payment in full in a form and substance reasonably acceptable to ▇▇▇▇▇▇ at the Closing.
No Talco Entity has any employees or sponsors, maintains or contributes to any “employee benefit plan”, as such term is defined in Section 3(3) of ERISA, or any other employee benefit plan or compensation plan.
No Talco Entity has any actual or potential liability with respect to any pension plan subject to Title IV of ERISA.
Talco GP is the sole general partner of Talco and owns an approximate 0.5% general partner interest in Talco, which represents all of the outstanding general partner interests in Talco.
Neither TGG nor Talco has any subsidiaries or any direct or indirect equity interest in any Person.
Following the Closing, the Parties agree to cause Talco and their respective affiliates, EPC and BG Energy Merchants, as applicable, to comply with the terms of Exhibit D hereto with respect to the downstream transportation contracts described therein.
EOC has formed TGGT Holdings, LLC, a Delaware limited liability company (the “Company”) and at Closing EOC desires to contribute the membership interests of GP Holding and the limited partner interests in each of TGG and Talco to the Company on the terms and conditions hereinafter set forth.
In connection with such transactions, BG has exercised its option to participate in the ownership and operation of midstream assets owned by certain Affiliates of EXCO, being TGG Pipeline, Ltd., a Texas limited partnership (“TGG”) and Talco Midstream Assets, Ltd., a Texas limited partnership (“Talco” and together with TGG, the “Midstream Companies”).