Echo Connect definition

Echo Connect has the meaning set forth in the Contribution Agreement.
Sample 1Sample 2Sample 3
Echo Connect means the entities (if any) (including the assets and properties held by such entities) and other assets, properties and businesses to be distributed by Echo Holdco and its Subsidiaries in connection with the Echo Connect Separation (a) that are owned, held or primarily used in the conduct of Change Healthcare’s pharmacy switch and prescription routing business and (b) none of which are reflected, as of the Balance Sheet Date, in the balance sheet included in the Echo Pro Forma Financial Statements, as more specifically set forth (as of the date of this Agreement) on Section 1.01 of the Echo Disclosure Schedule.
Sample 1Sample 2Sample 3
Echo Connect has the meaning set forth in the Contribution Agreement. Change Healthcare Inc. has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.
Sample 1

Examples of Echo Connect in a sentence

  • The only representations and warranties given by the Echo Shareholders in the Echo Connect Purchase Agreement will be those related to organization (if applicable), authority, noncontravention of organizational documents, law or material agreements of the Person making such representation or warranty, title (other than customary permitted liens) and no brokers.

  • The Echo Parties shall take all actions necessary or advisable to cause the Echo Connect Separation to occur at or prior to the Closing.

  • Within 20 Business Days of its receipt of the Option Notice, Echo Connect Holdings and the Echo Shareholders will deliver to Change Solutions (or any Subsidiary of any Echo Party that it designates) a purchase agreement (the “Echo Connect Purchase Agreement”) consistent with the terms set forth herein, which Echo Connect Holdings, the Echo Shareholders and the Echo Parties (or any designated Subsidiary of the Echo Parties) hereby covenant and agree to execute as soon as reasonably practical.

  • Change Solutions (or any Subsidiary of any Echo Party that it designates) is hereby granted an option to purchase, at its election, all of the issued and outstanding capital stock of Echo Connect Holdings (the “Option”) on the terms set forth herein.

  • Change Solutions (or any Subsidiary of any Echo Party that it designates) may exercise the Option by delivering written notice (the “Option Notice”) to the Echo Shareholders and Echo Connect Holdings of its intent to exercise the Option.

  • The Echo Connect Purchase Agreement will not contain any indemnification obligations on the part of any party, and the equity securities will be sold on an “as is, where is” basis (subject only to the representations and warranties set forth above) and the Echo Parties (and any of their designees) shall acknowledge that they have not relied on any representation or warranty other than as set forth in the Echo Connect Purchase Agreement.

  • For the avoidance of doubt, claims related to the Echo Connect Liabilities, MCK Excluded Liabilities, Echo Covered Taxes and MCK Covered Taxes shall survive indefinitely.

  • Subject to the terms and conditions of this Agreement, NewCo, on behalf of itself and its Subsidiaries, hereby grants to Echo Connect and its Subsidiaries a perpetual, irrevocable, worldwide, non-exclusive, non-transferable (except as otherwise provided in Sections 2.6 and 5.2), royalty-free and fully paid up license under the Echo Contributed IP for Use in connection with Echo Connect Retained Business.

  • Subject to the terms and conditions of this Agreement, Echo Connect, on behalf of itself and its Subsidiaries, hereby grants to NewCo and its Subsidiaries a perpetual, irrevocable, worldwide, non-exclusive, non-transferable (except as otherwise provided in Sections 2.6 and 5.2), royalty-free and fully paid up license under the Echo Connect Retained IP for Use.

  • Notwithstanding the first sentence of this Section 5, in the event the Trailing 12-month EBITDA of Echo Connect Holdings and its Subsidiaries as of the closing of the Echo Connect Purchase Agreement is less than or equal to $14,269,000, the Purchase Price will be $1.00.


More Definitions of Echo Connect

Echo Connect has the meaning set forth in the Contribution Agreement. Xxx Xxxxxxxxxx has requested confidential treatment of this draft registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.
Sample 1

Related to Echo Connect

  • Cross Connection means a jumper cable or similar connection provided pursuant to Collocation at the digital signal cross connect, Main Distribution Frame or other suitable frame or panel between (i) the Collocating Party’s equipment and (ii) the equipment or facilities of the housing party.

  • Broadband or “Broadband Service” means any service defined as Broadband, or having advanced telecommunications capability, in the most recent Federal Communications Commission inquiry pursuant to Section 706 of the Telecommunications Act of 1996 (P.L. 104-104).2

  • DSL refers to a set of service-enhancing copper technologies that are designed to provide digital communications services over copper Loops either in addition to or instead of normal analog voice service, sometimes referred to herein as xDSL, including, but not limited to, the following:

  • SDSL or "Symmetric Digital Subscriber Line" is a baseband DSL transmission technology that permits the bi-directional transmission from up to 160 kbps to 2.048 Mbps on a single pair. "VDSL" or "Very High Speed Digital Subscriber Line" is a baseband DSL transmission technology that permits the transmission of up to 52 Mbps downstream (from the Central Office to the End User Customer) and up to 2.3 Mbps digital signal upstream (from the End User Customer to the Central Office). VDSL can also be 26 Mbps symmetrical, or other combination.

  • Homemaker services means the professionally directed or supervised simple household maintenance or management services provided by trained homemakers or individuals to families in their own homes.

  • Fiber means a glass strand or strands which is/are protected by a color coded buffer tube and which is/are used to transmit a communication signal along the glass strand in the form of pulses of light.

  • Stock Connect means the securities trading and clearing linked programme with an aim to achieve mutual stock market access between mainland China and Hong Kong, comprising the Shanghai- Hong Kong Stock Connect and the Shenzhen-Hong Kong Stock Connect.

  • Network Services means the equipment, software, and services necessary to transmit voice, data, or video.

  • CSDCC means the China Securities Depository and Clearing Co., Ltd. “CSRC” means the China Securities Regulatory Commission.

  • EG means the Enforcement Guide;

  • GPS means Global Positioning System.

  • Modern Slavery has the meaning given to that term or, if “Modern Slavery” is not used, similar terms (such as forced labor), in the Modern Slavery Laws. Seller confirms that it does not use any Forced Labor, it conducts its business in compliance with the applicable Modern Slavery Laws, and it is not subject to any investigation, enforcement or conviction involving Modern Slavery. Seller shall promptly notify Buyer of any actual or suspected breaches by Seller or its Subcontractors of the applicable Modern Slavery Laws, and Seller agrees to provide Buyer immediately upon request any information and assistance that Buyer may require for compliance with the applicable Modern Slavery Laws.

  • STP means the temperature of fifteen degrees Celsius (15°C) and at a pressure of one hundred and one decimal three two five kilopascals (101.325 kPa).

  • Interconnection Service(s means any Interconnection, Resale Services, 251(c)(3) UNEs, Collocation, functions, facilities, products or services offered under this Agreement.

  • SCAQMD means the South Coast Air Quality Management District, a part of the California Air Resources Board, which is responsible for the regulation of air quality in the State of California.

  • NOC means National Olympic Committee.

  • Telecommunications company means a person engaged in the furnishing of telecommunications service within this state.

  • LSD means lysergic acid diethylamide.

  • ATC means a measure of the transfer capability remaining in the physical transmission network for further commercial activity over and above already committed uses.