AMO Group definition

AMO Group. AMO Group" has the meaning given it in the Contribution and Distribution Agreement.

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AMO Group. AMO and each corporation that was a Pre-Distribution Member and which, on the day after the Closing Date, will be a member of an Affiliated Group with respect to which AMO is the common parent. For purposes of this Agreement, the AMO Group shall exist as of the day after the Closing Date.

AMO Group shall the have the meaning set forth in the Contribution and Distribution Agreement.

Examples of AMO Group in a sentence

• Allergan shall pay and be liable for all Taxes shown due and payable on all Tax Returns as filed pursuant to Section 2.1(a)(i) hereof; provided, however, that AMO shall be liable for, and shall indemnify Allergan for, the AMO Group Allocable Portion of such Taxes shown to be due and payable on such Tax Returns as filed.

• AMO will request amendments to the nonimmigrant visa status of AMO Employees with U.S. work visas authorizing them to work for Allergan, excluding the AMO Group, to request authorization to work for AMO effective as of the Distribution Date.

• Any notification contemplated by this Section 3.4(b) shall include the determination of the AMO Group Allocable Portion for such Tax Return, supporting work papers and an explanation of the basis for indemnification hereunder.

• Allergan shall not, and shall not permit any member of the Allergan Group, to make any claim or demand, or commence any Action asserting any claim or demand, including any claim of contribution or any indemnification against AMO or any member of the AMO Group, or any other Person released pursuant to Section 4.01(b), with respect to, subject to Section 4.01(c), any Liabilities released pursuant to Section 4.0l(b).

• In a reasonable and equitable manner consistent with applicable law, Allergan shall determine the allocation of all tax attributes of the Pre-Distribution Allergan Group, including, but not limited to, earnings and profits, basis and net operating losses, between the Post-Distribution Allergan Group and the AMO Group.

• Each of Allergan and AMO shall cause to be performed and hereby guarantee the performance of any and all actions of the Allergan Group or the AMO Group, respectively.

• Any notification contemplated by this Section 3.5 shall include the determination of the AMO Group Allocable Portion for such Tax Return, supporting work papers and an explanation of the basis for indemnification hereunder.

• Allergan and AMO each agree to take action or cause action to be taken to ensure that no distribution of account balances from the Allergan 401(k) Plan or AMO 401(k) Plan are made to any AMO Employee on account of the transfer of employment to the AMO Group, or the AMO Group ceasing to be an Affiliate of the Allergan Group as of the Distribution Date.

• AMO shall cause each member of the AMO Group without further consideration, to pay and remit, or cause to be paid or remitted, to Allergan or to another member of the Allergan Group specified by Allergan promptly all money, rights and other consideration received by it or any member of the AMO Group in respect of such performance.

• This Agreement may be enforced separately by each member of the Allergan Group and each member of the AMO Group.

More Definitions of AMO Group

AMO Group means AMO, each Subsidiary of AMO and each other Person that is either controlled directly or indirectly by AMO immediately after the Distribution Date or that is contemplated to be controlled by AMO immediately after the Distribution Date pursuant to the terms hereof or the Restructuring Plan.