Acquiror Group definition

Acquiror Group has the meaning specified in Section 12.17(a).

Acquiror Group means Acquiror and each of its Subsidiaries, including, after the Closing, the SpinCo Group and the JV Group.

Acquiror Group means Acquiror and its Subsidiaries.

Examples of Acquiror Group in a sentence

• With respect to any SpinCo Separate Tax Return for which Acquiror is responsible pursuant to this Agreement, Acquiror and the other members of the Acquiror Group shall include such Tax Items in such SpinCo Separate Tax Return in a manner that is consistent with the inclusion of such Tax Items in any related Tax Return for which Parent is responsible to the extent such Tax Items are allocated in accordance with this Agreement.

• Notwithstanding the foregoing, if any member of the Acquiror Group or any member of the Parent Group disputes in good faith the fact or the amount of its obligation under Section 12(a) or Section 12(b), then no payment of the amount in dispute shall be required until any such good faith dispute is resolved in accordance with Section 24 hereof; provided, however, that any amount not paid within thirty (30) Business Days of demand therefor shall bear interest as provided in Section 14.

• If a member of the Acquiror Group notifies Parent that it desires to take an action that would reasonably be expected to be inconsistent with the covenants contained in Section 9(b), then the Parent Group shall cooperate in good faith with the Acquiror Group to obtain the Favorable Tax Ruling and/or a Favorable Tax Opinion.

• The Acquiror Group shall reimburse Parent for all reasonable out-of-pocket expenses incurred by the Parent Group in connection with such cooperation within fifteen (15) Business Days of receipt of an invoice from Parent therefor.

• Parent, SpinCo and Acquiror shall promptly advise each other with respect to any proposed Tax adjustments that are the subject of an audit or investigation, or are the subject of any proceeding or litigation, and that may affect any Tax liability or any Tax Attribute (including, but not limited to, basis in an asset or the amount of earnings and profits) of any member of the Acquiror Group or any member of the Parent Group, respectively.

More Definitions of Acquiror Group

Acquiror Group means, collectively, the Acquiror Parties and each of their respective Subsidiaries.

Acquiror Group means Acquiror and each of its Affiliates.

Acquiror Group has the meaning set forth in the Merger Agreement.

Acquiror Group is defined in Section 11.2(c).

Acquiror Group means Acquiror and each of its Affiliates, including, after the Closing, the Galleria Group.

Acquiror Group means the Acquiror and any direct or indirect Subsidiaries of the Acquiror. “Acquiror’s Disclosure Letter” shall mean that letter, together with the associated schedules, of even date herewith from the Acquiror to the Parent setting forth, as required hereby, the information called for herein and the discrepancies from the representations, warranties and covenants of the Acquiror contained herein.

Acquiror Group means Acquiror and each of its Affiliates, including, after the Closing, the Wimbledon Entities.