Without FINOVA s prior written consent, which consent FINOVA may withhold in its sole discretion, so long as any Obligation remains outstanding and this Agreement is in effect, Borrower shall not:
DMRC means Delhi Metro Rail Corporation Limited.
Without Good Reason means termination of Executive’s employment by Executive other than For Good Reason pursuant to SECTION 3.2(b) below.
Cendant means Cendant Corporation, a Delaware corporation.
Parent Group has the meaning set forth in Section 8.03(c).
Xxxx Group means collectively Xxxx Capital Fund V, L.P., Xxxx Capital Fund V-B, L.P., BCIP Associates, BCIP Trust Associates, L.P. and Xxxxxxxx Street Partners.
SpinCo shall have the meaning set forth in the Preamble.
ECC means the amount calculated by Contractor for the total cost of all elements of the Work based on this Agreement available at the time(s) that the ECC is prepared. The ECC shall be based on current market rates with reasonable allowance for overhead, profit and price escalation and shall include and consider, without limitation, all alternates and contingencies, designed and specified by A/E and the cost of labor and materials necessary for installation of Owner furnished equipment. The ECC shall include all the cost elements included in the AACC, as defined above, and shall represent Contractor’s best current estimate of the Guaranteed Maximum Price it will propose for the Project based on the information then available. The ECC shall not include Contractor’s Pre-Construction Phase Fee, A/E’s Fees, the cost of the land and rights-of-way, or any other costs that are the direct responsibility of Owner.
CTI means Castle Transmission International Limited.
Xxxxx Group means Xxxxx and any Affiliate of Xxxxx.
SpinCo Group means (a) prior to the Effective Time, SpinCo and each Person that will be a Subsidiary of SpinCo as of immediately after the Effective Time, including the Transferred Entities, even if, prior to the Effective Time, such Person is not a Subsidiary of SpinCo; and (b) on and after the Effective Time, SpinCo and each Person that is a Subsidiary of SpinCo.
Corporate Group means the Corporation and its Subsidiaries treated as a single consolidated entity.
Xxxxxx Group shall have the meaning set forth in Section 9.2(b) hereof.
Spinco Subsidiaries means all direct and indirect Subsidiaries of Spinco immediately following the Contribution.
Constellation has the meaning assigned to that term in the Recitals.
Retained Group means the Seller, its subsidiaries and subsidiary undertakings from time to time, any holding company of the Seller and all other subsidiaries or subsidiary undertakings of any such holding company (except members of the Group);
Merger Without Assumption provisions of Section 5(a)(viii) will apply to Party A and will apply to Party B.
Newco has the meaning set forth in the first paragraph of this Agreement.
Broadridge means Broadridge Financial Solutions, Inc.
Remainco Group means RemainCo and its Subsidiaries, other than the SpinCo Group.
SpinCo Entities means the entities, the equity, partnership, membership, limited liability, joint venture or similar interests of which are set forth on Schedule IV under the caption “Joint Ventures and Minority Investments.”
Elan means Elan Corp and its Affiliates.
SpinCo Designees means any and all entities (including corporations, general or limited partnerships, trusts, joint ventures, unincorporated organizations, limited liability entities or other entities) designated by Parent that will be members of the SpinCo Group as of immediately prior to the Effective Time.
Parent means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.