Newco Companies definition

Newco Companies means Newco and its Subsidiaries after giving effect to the Newco Contribution.
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Newco Companies has the meaning set forth in the preamble.
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Newco Companies means Newco and NFP Newco, collectively.
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Examples of Newco Companies in a sentence

  • This Addendum is effective as of the Effective Date of the Agreement and applies to the Medicare, Medicaid, and state government program products offered by the Newco Companies.

  • An individual enrolled for coverage of health benefits under any health plan product offered or administered by the Newco Companies.

  • A contract between the Wisconsin Department of Human Services (“DHS”) and the Newco Companies for the provision of government program benefits under state and/or federal law.

  • A contract between the Centers for Medicare and Medicaid Services (“CMS”) and the Newco Companies for the provision of Medicare benefits pursuant to the Medicare program.

  • The Parties shall complete a Statement of Work every time the Parties agree to SSM providing Newco and/or the Newco Companies with Services.

  • After the Closing, the Newco Companies shall be responsible for paying or reimbursing the Retention Payments to the applicable Company Employees when such amounts become due and payable.

  • The Tail Insurance shall be retroactive such that it covers all periods prior to the Closing and the Newco Companies shall be included as additional insured parties pursuant to such Tail Insurance Coverage.

  • Upon execution and delivery of this Agreement, the parties shall cause the formation of the Newco Companies by filing Certificates of Formation with the Delaware Secretary of State in form and substance reasonably satisfactory to each of the parties.

  • It is understood that, notwithstanding any term or condition of this SOW, the Leased Employees are employed at will by DHS and may be discharged by DHS at any time and for any reason without the consent of DHSC, provided that DHS shall provide DHSC with reasonable notice of personnel changes and seek input from DHSC prior to making any material personnel changes that impact the operations of one or more of the Newco Companies.

  • SSM or DHS employees who are shared service employees that only spend a portion of their time providing services for the Newco Companies shall be the subject of a separate SOW to the Agreement.


More Definitions of Newco Companies

Newco Companies means Newco immediately after the Newco Distribution Time (as defined in Schedule 1) and those entities that immediately after the Newco Distribution Time will be Subsidiaries of Newco and (v) any reference to ESI and its Subsidiaries means ESI immediately after the ESI Distribution Time (as defined in Schedule 1) and those entities that immediately after the ESI Distribution Time will be Subsidiaries of ESI. As used in this Agreement, any reference to any state of facts, event, change or effect having a "Material Adverse Effect" on or with respect to an entity (or group of entities taken as a whole) means such state of facts, event, change or effect has had, or would reasonably be expected to have, a material adverse effect on the business, properties, results of operations or financial condition of such entity (or, if with respect thereto, of such group of entities taken as a whole), or on the ability of such entity (or group of entities) to consummate the transactions contemplated hereby, including the Pre-Distribution Transactions and the Distributions, or to perform its obligations under this Agreement, the Warrant, the Registration Rights Agreement, the Distribution Agreements, the Tax Allocation Agreement, the tax representation letters to be delivered in connection with the Distributions, the Employee Benefits Services and Liability Agreement, the Intellectual Property Agreements and such other agreements as are entered into to effect the Pre-Distribution Transactions (collectively, the "Reorganization Agreements") to which it is or will be a party. The Company hereby represents and warrants to Purchaser as follows:
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Newco Companies means Newco and its subsidiaries (determined after giving effect to the transactions contemplated by Article IV of this Restructuring Agreement).
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Related to Newco Companies

  • Spinco Subsidiaries means all direct and indirect Subsidiaries of Spinco immediately following the Contribution.

  • Group Companies means the Company and its Subsidiaries.

  • Target Companies means the Target and its Subsidiaries.

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • 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.”

  • Transferred Entities means the entities set forth on Schedule 1.9.

  • Acquired Entities means the Company and the Acquired Subsidiaries.

  • Newco has the meaning set forth in the first paragraph of this Agreement.

  • Operating Companies means, collectively, the Creekside Operating Company, the Mentone Operating Company and the Yucaipa Operating Company. “Operating Company” means any of the Operating Companies.

  • Portfolio Companies means any Person in which any Fund owns or has made, directly or indirectly, an investment.

  • Parent Companies means Parent and its Subsidiaries;

  • Parent Subsidiaries means the Subsidiaries of Parent.

  • Parent Parties has the meaning set forth in ARTICLE V.

  • Company Subsidiaries means the Subsidiaries of the Company.

  • Company Entities means the Company and its Subsidiaries.

  • PRC Companies means, collectively, all entities listed in Appendix A hereof, and each, a “PRC Company”.

  • Founding Companies has the meaning set forth in the third recital of this Agreement.

  • Subsidiaries means any corporation or other organization, whether incorporated or unincorporated, in which the Company owns, directly or indirectly, any equity or other ownership interest.

  • Operating Subsidiaries means, collectively, the Corporation and HST, each a wholly-owned subsidiary of the Trust, and "Operating Subsidiary" means either of the Corporation or HST, as applicable.

  • lone parent means a person who has no partner and who is responsible for and a member of the same household as a child or young person;

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.

  • Released Entities means released entities as such term is defined

  • Seller Entities means, collectively, Seller and all Seller Subsidiaries.

  • Project Companies means all Group Project Companies and Non-Group Project Companies together, each being a “Project Company”.

  • Peer Group Companies means the following companies: .

  • Parent means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.