Alon Energy definition
Examples of Alon Energy in a sentence
Alon Energy, the indirect parent company of each Company, will benefit from this Amendment and acknowledges and agrees to the terms set forth herein.
At such closing, the Company will deliver the appropriate number of shares of Alon Energy Common Stock to the Shareholders against delivery by the Shareholders of certificates evidencing the Capital Stock being exchanged, free and clear of all liens, claims and encumbrances (other than this Shareholder Agreement) and endorsed in good form for transfer.
The Parties acknowledge that the Partnership, the General Partner and Alon Energy have amended and restated the Original Partnership Agreement by executing the Partnership Agreement in substantially the form included in Appendix A to the Registration Statement, with such changes as the Partnership, the General Partner and Alon Energy have agreed.
Alon Energy shall timely pay (or shall cause to be timely paid) any Tax reflected on a Combined Return and hold the Partnership harmless for all liability for such Tax.
This Agreement is being entered into by Alon Energy and the Partnership on behalf of themselves and each member of the Alon Group and the Partnership Group.
For each Tax for each taxable period that includes or begins on or after the Effective Date and for which a Combined Return is filed, the Partnership Group Members included in such Combined Return shall be liable to Alon Energy for an amount equal to the Partnership Group Combined Tax Liability in respect of such Tax.
Any notice, demand, claim or other communication required or permitted to be given under this Agreement (a “Notice”) shall be in writing and may be personally served provided a receipt is obtained therefor, or may be sent by certified mail return receipt requested postage prepaid, to the Parties at the following addresses (or at such other address as one Party may specify by notice to any other Party): Alon Energy at: Alon USA Energy, Inc.
Alon Energy shall provide pro forma Tax Returns pursuant to Section 3.5 of this Agreement to support the calculation of the amount of any decrease in the Partnership Group Combined Tax Liability pursuant to this Section 2.1(c).
Each of Alon Energy and the Partnership hereby guarantee the performance of all actions, agreements and obligations provided for under this Agreement of each member of the Alon Group and the Partnership Group, respectively.
Each of Alon Energy and the Partnership shall, upon the written request of the other, cause any of their respective group members to formally execute this Agreement.