Alleghany Group definition

Alleghany Group means Alleghany and each Person (other than any member of the DPUI Group) that, at any time of determination, is a Subsidiary of Alleghany.
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Alleghany Group means (i) Alleghany and its subsidiaries, excluding any member of the Chicago Title Group, and (ii) AAM and its subsidiaries.
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Alleghany Group means Alleghany and all corporations which at the time of reference would be members of the "affiliated group" of which Alleghany is the "common parent" (as such terms are defined or used in Section 1504(a) of the Code), so that on the day after the Chicago Title Distribution Date, the term "Alleghany Group" excludes any entity that is then a member of the Chicago Title Group.
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Examples of Alleghany Group in a sentence

  • To the extent that such fees are charged by a third party on a basis that relates to members of the Alleghany Group and members of the DPUI Group, then DPUI shall be responsible for payment (or reimbursement) of the portion of such fees and expenses charged by such third party as are reasonably allocable to members of the DPUI Group.

  • Without limiting the generality of the foregoing, DPUI shall not, without the prior written consent of Alleghany (which Allegany may withhold in its sole and absolute discretion), take any action, or recommend to its stockholders any action, which would limit the legal rights of, or deny any benefit to, Alleghany or any member of the Alleghany Group as a stockholder of DPUI in a manner not applicable to stockholders of DPUI generally.

  • Except as otherwise agreed by Alleghany or unless superseded by any comparable policies adopted by the Darwin Board, the policies of Alleghany that apply to Subsidiaries of Alleghany shall apply to DPUI and its Subsidiaries for so long as members of the Alleghany Group beneficially own, in the aggregate, more than fifty percent (50%) of the then outstanding shares of Common Stock.

  • DPUI agrees that for so long as members of the Alleghany Group beneficially own, in the aggregate, ten percent (10%) or more of the then outstanding shares of Common Stock, DPUI shall not adopt or implement any stockholder rights plan or similar takeover defense measure without Alleghany's prior written consent.

  • DPUI hereby covenants and agrees that it shall not, without the prior written consent of Alleghany (which Alleghany may withhold in its sole and absolute discretion) take, or cause to be taken, directly or indirectly, any action which has the effect, directly or indirectly, of restricting or limiting the ability of Alleghany or any member of the Alleghany Group to freely sell, transfer, assign, pledge or otherwise dispose of shares of Common Stock.

  • DPUI acknowledges and agrees that Alleghany has no obligation to provide to members of the DPUI Group investment ideas or opportunities to share in investments made by Alleghany or made available by Alleghany to other members of the Alleghany Group.

  • Any transfers of Assets of the Alleghany Group to the Chicago Title Group pursuant to this Agreement shall constitute contributions by Alleghany to the capital of Chicago Title.

  • Any transfers of Assets of the Chicago Title Group to the Alleghany Group, and any assumption by the Chicago Title Group of Liabilities of the Alleghany Group pursuant to this Agreement, net of Assets received, shall be treated as a distribution by Chicago Title to Alleghany.

  • Any Consolidated or Combined State Taxes for a Straddle Period shall be allocated between the members of the Alleghany Group and the Chicago Title Group first on the basis of, and to the extent, that the receipts, income, capital or net worth of a member resulted in, or increased, any Consolidated or Combined State Taxes.

  • Immediately prior to the Chicago Title Distribution Date, any written or oral agreement or any other arrangements relating to the allocation of Taxes existing between Alleghany and any member of the Alleghany Group and any member of the Chicago Title Group (other than this Agreement) shall be 18 20 terminated, and neither party shall thereafter have any liability or obligation (whether in respect of past or future Taxes) to the other under any prior tax allocation agreement.


More Definitions of Alleghany Group

Alleghany Group means Alleghany and all corporations which at the time of reference would be members of the "affiliated group" of which Alleghany is the "common parent" (as such terms are defined or used in Section 1504(a) of the Code), so that on the day
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Related to Alleghany Group

  • Company Group means the Company and its Subsidiaries.

  • Participating Company Group means, at any point in time, all corporations collectively which are then Participating Companies.

  • Company Group Member means each member of the Company Group.

  • CBS shall have the meaning set forth in the Preamble.

  • Related Entities means contractors and subcontractors of a Party at any tier; grantees, investigators, customers, and users of a Party at any tier and their contractors or subcontractor at any tier; or, employees of the Party or any of the foregoing.

  • Participating Companies means any insurance company (including Insurance Company) that offers variable annuity and/or variable life insurance contracts to the public and that has entered into an agreement with one or more of the Funds.

  • Related Companies means the companies within the meaning of Article L. 225-197-2 of the French Commercial Code or any provision substituted for same.

  • Affiliated Entities means any legal entity, including any corporation, limited liability company, partnership, not-for-profit corporation, estate planning vehicle or trust, which is directly or indirectly owned or controlled by the Stockholder or his or her descendants or spouse, of which such Stockholder or his or her descendants or spouse are beneficial owners, or which is under joint control or ownership with any other person or entity subject to a lock-up agreement regarding the Common Stock with terms substantially identical to this Agreement.

  • EDS means Electronic Data Systems Corporation, a Delaware corporation, all its direct and indirect subsidiaries, all its affiliated entities, and all its successors and assigns, and the employees, agents, attorneys, officers and directors of each of them.

  • 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.”

  • Associated Companies : means any agent with delegated authority under Section 20 of these Terms and Conditions.

  • Parent Group has the meaning set forth in Section 8.03(c).

  • Participating Subsidiaries means the Subsidiaries that have been designated as eligible to participate in the Plan, and such other Subsidiaries that may be designated by the Committee from time to time in its sole discretion.

  • SpinCo shall have the meaning set forth in the Preamble.

  • Company Entities means the Company and the Company Subsidiaries.

  • Remainco Group means RemainCo and its Subsidiaries, other than the SpinCo Group.

  • Affiliated Group means any affiliated group within the meaning of Code Section 1504(a) or any similar group defined under a similar provision of state, local or foreign law.

  • Promoter Group means such persons and entities constituting the promoter group as per Regulation 2(1)(pp) of the SEBI ICDR Regulations.

  • Partnership Entities means the General Partner and each member of the Partnership Group.

  • SpinCo Group means (a) prior to the Effective Time, SpinCo and each Person that will be a Subsidiary of SpinCo as of immediately after the Effective Time, including the Transferred Entities, even if, prior to the Effective Time, such Person is not a Subsidiary of SpinCo; and (b) on and after the Effective Time, SpinCo and each Person that is a Subsidiary of SpinCo.

  • Client Group means Client, any corporate body of which Client is a subsidiary (as defined by s. 1159 of the Companies Act 2006), any other subsidiary of such corporate body and any subsidiary of Client;

  • Partnership Group Member means any member of the Partnership Group.

  • MNE Group means any Group that (i) includes two or more enterprises the tax residences of which are in different jurisdictions, or includes an enterprise that is resident for tax purposes in one jurisdiction and is subject to tax with respect to the business carried out through a permanent establishment in another jurisdiction, and (ii) is not an Excluded MNE Group;

  • Wireline means a cable containing one or more electrical conductors which is used to lower and raise logging tools in the well-bore.

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

  • Material Group Company means the Issuer or a Subsidiary representing more than 10.00 per cent. of either (i) the total assets of the Group on a consolidated basis (for the avoidance of doubt, excluding any intra-group transactions) or (ii) the EBITDA of the Group on a consolidated basis according to the latest Financial Report.