Transferring definition
Examples of Transferring in a sentence
The Parties shall cause all account balances and other Liabilities under the Company Directors Deferral Plan relating to any Transferring Director to be transferred to and assumed by the SpinCo Directors Deferral Plan, and the SpinCo Group shall retain sole responsibility for all such Liabilities following the Distribution Effective Time.
To the extent possible, the Parties will take all actions necessary to ensure that neither the consummation of the Transactions nor any transfer of a Transferring Director’s directorship will trigger a payment or distribution of compensation under the Company Directors Deferral Plan.
SpinCo shall commence, and be fully responsible for, paying quarterly cash retainers to the Transferring Directors and other SpinCo non-employee directors for their service to the SpinCo Group following the Distribution Date.
In the event that any Membership Interest is Transferred in accordance with the terms of this Agreement, the Permitted Transferee shall succeed to the Capital Account of the Transferring Member to the extent it relates to the Transferred Membership Interest and, subject to Section 5.04, shall receive allocations and distributions pursuant to ARTICLE V, ARTICLE VI, and ARTICLE XII in respect of such Membership Interest.
To the extent necessary, SpinCo and the Company will engage third-party “professional employer organizations” or “employers of record” (“PEOs”) to act as the legal employer of Company Transferring Employees or SpinCo Transferring Employees, respectively, in jurisdictions where no SpinCo Group Member or Company Group Member, as applicable, is available to serve as the legal employer of such employees.