GROUP TAX ARRANGEMENTS Sample Clauses

GROUP TAX ARRANGEMENTS. 5.1 Any Tax sharing agreement or similar agreement between the Company and the Company Subsidiaries shall be terminated as of Completion. Subject to the termination, the Company agrees, and agrees to procure, that no Company Subsidiary shall have a liability after Completion to make a payment or repayment to any member of the Company’s Group in respect of group Tax arrangements, a consolidation or fiscal unity, or under any Tax sharing or Tax allocation arrangement. SCHEDULE 3 CONTRACTS [NOTE: Schedule to be mutually agreed prior to the execution of the final Asset Sale Agreement.] SCHEDULE 4
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GROUP TAX ARRANGEMENTS. Other than with respect to VAT, RemainCo and SpinCo agree (and agree to cause their Subsidiaries) to cooperate in order to take the relevant steps for all members of the RemainCo Group and the SpinCo Group to cease to be treated as members of any Group Tax Arrangement or GPA which includes members of both the RemainCo Group and the SpinCo Group with effect from the Distribution Date.
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GROUP TAX ARRANGEMENTS. 5.1 The Seller agrees, and agrees to procure, that no Subsidiary shall have a liability after Closing to make a payment or repayment to the Seller in respect of group tax arrangements, a consolidation or fiscal unity, or under any tax sharing or tax allocation arrangement.
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GROUP TAX ARRANGEMENTS. 12.1 The Seller agrees to take all reasonable steps to procure the removal, on or before Completion, of the Company from any group tax arrangements to which it has been a party. For the purposes of this paragraph “group tax arrangements” shall mean any group payment arrangements made pursuant to section 36 Finance Xxx 0000 and any VAT group within VATA 1994 and any equivalent tax legislation in jurisdictions other than the UK.
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GROUP TAX ARRANGEMENTS. 32.1 No member of the Xxxxx Group has, or (within the last six years) has had, or will at any time prior to Completion have, its Tax affairs dealt with on a consolidated basis or is, or (within the last six years) has been, or will at any time prior to Completion be, party to any Tax sharing arrangement or grouped for tax purposes (including without limitation any arrangement or group under which Tax losses or Tax Reliefs have been, are or can be surrendered or claimed or Tax or Income, Profits or Gains have been, are or can be allocated or reallocated for Tax purposes) with any entity not being another member of the Xxxxx Group.
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Related to GROUP TAX ARRANGEMENTS

  • Business Arrangements Except as disclosed in the Registration Statement, the Time of Sale Disclosure Package and the Prospectus, neither the Company nor any of its subsidiaries has granted rights to develop, manufacture, produce, assemble, distribute, license, market or sell its products to any other person and is not bound by any agreement that affects the exclusive right of the Company or such subsidiary to develop, manufacture, produce, assemble, distribute, license, market or sell its products.

  • Distribution Arrangements Subject to compliance with the 1940 Act, the Trustees may retain underwriters and/or placement agents to sell Trust Shares. The Trustees may in their discretion from time to time enter into one or more contracts, providing for the sale of the Shares of the Trust, whereby the Trust may either agree to sell such Shares to the other party to the contract or appoint such other party its sales agent for such Shares. In either case, the contract shall be on such terms and conditions as the Trustees may in their discretion determine not inconsistent with the provisions of this Article IV or the By-Laws; and such contract may also provide for the repurchase or sale of Shares of the Trust by such other party as principal or as agent of the Trust and may provide that such other party may enter into selected dealer agreements with registered securities dealers and brokers and servicing and similar agreements with persons who are not registered securities dealers to further the purposes of the distribution or repurchase of the Shares of the Trust.

  • Affiliate Arrangements Except as set forth on Schedule II attached hereto, neither such Sponsor nor any anyone related by blood, marriage or adoption to such Sponsor or, to the knowledge of such Sponsor, any Person in which such Sponsor has a direct or indirect legal, contractual or beneficial ownership of 5% or greater is party to, or has any rights with respect to or arising from, any Contract with Acquiror or its Subsidiaries.

  • Additional Arrangements The UVMP in Košice can offer to students, within its own accommodation capacities, an accommodation in its own facilities for the respective academic year. The accommodation fee and conditions of providing the accommodation are in full competence of the UVMP.

  • Intercompany Arrangements Other than the Transaction Documents and the Contracts contemplated thereby, Section 3.16 of the Seller Disclosure Schedules lists all Contracts between or among Seller and/or its Affiliates with respect to the conduct of the Business or by which any of the Purchased Assets are bound.

  • Escrow Arrangements Payment for the Securities shall be received by Prime Trust, LLC (the “Escrow Agent”) from the undersigned by transfer of immediately available funds, credit or debit card, or other means approved by the Company at least two days prior to the applicable Closing Date, in the amount as set forth on the signature page hereto. Upon such Closing Date, the Escrow Agent shall release such funds to the Company. The undersigned shall receive notice and evidence of the digital entry of the number of the Securities owned by undersigned reflected on the books and records of the Company and verified by StartEngine Secure LLC, (the “Transfer Agent”), which books and records shall bear a notation that the Securities were sold in reliance upon Regulation A.

  • Equity Arrangements 5.1 The Executive is, and shall be, eligible to earn awards under the Company’s 2003 Equity Incentive Plan, the Company’s 2006 Stock Incentive Plan and/or such similar programs as may be adopted from time-to-time to provide long-term incentives for executives of the Company (as applicable, the “Plan”).

  • Transitional Arrangements Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches:

  • Financial Arrangements 18. The Commonwealth will provide an estimated total financial contribution to the States of $54.928 million in respect of this Agreement. All payments are GST exclusive.

  • Management Arrangements 9.1. The Management Arrangements set out the arrangements for the strategic management of the relationship between the Authority and the Contractor, including arrangements for monitoring of the Contractor’s compliance with the Statement of Requirements, the Service Levels, the Award Procedures and the terms of this Framework Agreement.

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