Common use of References; Interpretation Clause in Contracts

References; Interpretation. (a) Terms not otherwise defined herein shall have the meaning ascribed to them in the Separation and Distribution Agreement. References in this Agreement to any gender include references to all genders, and references to the singular include references to the plural and vice versa. Unless the context otherwise requires, the words “include”, “includes”, and “including” when used in this Agreement shall be deemed to be followed by the phrase “without limitation”. Unless the context otherwise requires, references in this Agreement to Articles, Sections, Exhibits and Schedules shall be deemed references to Articles and Sections of, and Exhibits and Schedules to, this Agreement. Unless the context otherwise requires, the words “hereof”, “hereby”, and “herein” and words of similar meaning when used in this Agreement refer to this Agreement in its entirety and not to any particular Article, Section or provision of this Agreement. (b) The Parties agree that this Agreement is intended solely to determine the cash tax obligations of the Parties and does not address the manner or method of tax accounting for any item.

Appears in 6 contracts

Samples: Tax Sharing Agreement (Tyco Electronics Ltd.), Tax Sharing Agreement (Tyco Electronics Ltd.), Tax Sharing Agreement (Covidien Ltd.)

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References; Interpretation. (a) Terms not otherwise defined herein shall have the meaning ascribed to them in the Separation and Distribution Agreement. References in this Agreement to any gender include references to all genders, and references to the singular include references to the plural and vice versa. Any action to be taken by the Board of Directors of a Party may be taken by a committee of the Board of Directors of such Party if properly delegated by the Board of Directors of a Party to such committee. Unless the context otherwise requires, : (i) the words “include”, “includes”, and “including” when used in this Agreement shall be deemed to be followed by the phrase “without limitation”. Unless the context otherwise requires, ; (ii) references in this Agreement to Articles, Sections, Annexes, Exhibits and Schedules shall be deemed references to Articles and Sections of, and Annexes, Exhibits and Schedules to, this Agreement. Unless the context otherwise requires, ; (iii) the words “hereof”, “hereby”, and “herein” and words of similar meaning when used in this Agreement refer to this Agreement in its entirety and not to any particular Article, Section or provision of this Agreement.; and (biv) The Parties agree that references in this Agreement is intended solely to determine the cash tax obligations of the Parties and does not address the manner or method of tax accounting for any itemtime shall be to New York City, New York time unless otherwise expressly provided herein.

Appears in 5 contracts

Samples: Separation and Distribution Agreement (Questar Corp), Separation and Distribution Agreement (Duke Energy CORP), Separation and Distribution Agreement (Spectra Energy Corp.)

References; Interpretation. (a) Terms not otherwise defined herein shall have the meaning ascribed to them in the Separation and Distribution Agreement. References in this Agreement to any gender include references to all genders, and references to the singular include references to the plural and vice versa. Unless the context otherwise requires, the words “include”, “includes”, and “including” when used in this Agreement shall be deemed to be followed by the phrase “without limitation”. Unless the context otherwise requires, references in this Agreement to Articles, Sections, Exhibits and Schedules shall be deemed references to Articles and Sections of, and Exhibits and Schedules to, this Agreement. Unless the context otherwise requires, the words “hereof”, “hereby”, and “herein” and words of similar meaning when used in this Agreement refer to this Agreement in its entirety and not to any particular Article, Section or provision of this Agreement. (b) The Parties agree that this Agreement is intended solely . Unless the context otherwise requires, the word “stock” or “shares” refers to determine the cash tax obligations any equity interests of the Parties applicable entity for U.S. federal income tax purposes and does not address the manner or method of tax accounting for any itemreferences to a Person include a reference to any successor to such Person.

Appears in 4 contracts

Samples: Stockholders Agreement (Hilton Grand Vacations Inc.), Stockholders Agreement (Hilton Worldwide Holdings Inc.), Stockholders Agreement (Hilton Grand Vacations Inc.)

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References; Interpretation. (a) Terms not otherwise defined herein shall have the meaning ascribed to them in the Separation and Distribution Agreement. References in this Agreement to any gender include references to all genders, and references to the singular include references to the plural and vice versa. Unless the context otherwise requires, the words “include”, “includes”, and “including” when used in this Agreement shall be deemed to be followed by the phrase “without limitation”. Unless the context otherwise requires, references in this Agreement to Articles, Sections, Exhibits and Schedules shall be deemed references to Articles and Sections of, and Exhibits and Schedules to, this Agreement. Unless the context otherwise requires, the words “hereof”, “hereby”, and “herein” and words of similar meaning when used in this Agreement refer to this Agreement in its entirety and not to any particular Article, Section or provision of this Agreement. (b) The Parties agree that this Agreement is intended solely to determine the cash tax obligations of the Parties and does not address the manner or method of tax accounting for any item.

Appears in 3 contracts

Samples: Tax Matters Agreement (ITT Corp), Tax Matters Agreement (Exelis Inc.), Tax Matters Agreement (Xylem Inc.)

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