Bentley Group definition

Bentley Group shall have the meaning set forth in the Separation Agreement.
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Bentley Group means Bentley and each Person, other than any member of the CPEX Group, that is an Affiliate of Bentley immediately after the Distribution Date or that becomes an Affiliate of Bentley after the Distribution Date.
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Examples of Bentley Group in a sentence

  • Subject to CPEX’s control right, upon request by Bentley, Bentley shall, at Bentley’s expense, be allowed to participate in the handling of any such Tax Contest with respect to any item that may affect the liability of Bentley or any member of the Bentley Group under this Agreement.

  • Notwithstanding anything else to the contrary contained in this Agreement or any other agreement, Bentley (on behalf of itself and all other members of the Bentley Group) hereby confirms and agrees that neither Bentley nor any member of the Bentley Group will take or permit to be taken any action at any time that could jeopardize, the Contribution Tax Treatment, the Distribution Tax Treatment or both.

  • Except as otherwise provided herein, Bentley shall have the exclusive right to file, prosecute, compromise or settle any claim for, or refund of, Taxes in respect of a Bentley Filed Tax Return for which Bentley bears responsibility hereunder and to determine whether any refunds of Taxes to which the Bentley Group may be entitled shall be received by way of refund or credit against the Tax liability of the Bentley Group.

  • Bentley shall promptly notify CPEX in writing upon receipt by Bentley or any member of the Bentley Group of a written communication from any Governmental Authority with respect to any pending or threatened audit, dispute, suit, action, proposed assessment or other proceeding (a “Tax Contest”) concerning any Taxes for which CPEX may be liable under this Agreement.

  • We hereby consent to the use in this Registration Statement on Form S-1 of our reports dated September 10, 1999 relating to the financial statements and financial statement schedule of eLoyalty Corporation and our report dated December 21, 1999 relating to the financial statements of The Bentley Group, Inc., which appear in such Registration Statement.

  • Unless and until there has been a Final Determination to the contrary, each Party agrees not to take any position on any Tax Return, in connection with any Tax Contest or otherwise that is inconsistent with (a) the allocation of Taxes between the Bentley Group and the CPEX Group as set forth in this Agreement or (b) the Contribution Tax Treatment and the Distribution Tax Treatment.

  • We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 of our reports dated September 10, 1999 relating to the financial statements and financial statement schedule of eLoyalty Corporation and our report dated December 21, 1999 relating to the financial statements of The Bentley Group, Inc., which appear in the Registration Statement on Form S-1 of eLoyalty Corporation dated February 8, 2000.

  • Notwithstanding the above, CPEX shall not be required to credit any CPEX Participant with any accrual to the extent that a benefit attributable to such accrual is provided by the Bentley Group.

  • CPEX shall credit each CPEX Participant with the amount of accrued but unused vacation time, sick time and other time-off benefits as such CPEX Participant had with the Bentley Group as of the Distribution Date.

  • For purposes of clarification, the Liabilities assumed or retained by the Bentley Group as provided for in this Section 2.1(a) or elsewhere in this Agreement are intended to be Bentley Liabilities.

Related to Bentley Group

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

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

  • ITT means the Purchaser’s invitation to tender dated (date ITT issued).

  • 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.”

  • 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.

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

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

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

  • Broadridge means Broadridge Financial Solutions, Inc.

  • Dean means the head of a faculty of the University;

  • SAP Group means SAP Parent and any of its Associated Companies.

  • Minority Group means any of the following racial or ethnic groups:

  • Xxxx Group means collectively Xxxx Capital Fund V, L.P., Xxxx Capital Fund V-B, L.P., BCIP Associates, BCIP Trust Associates, L.P. and Xxxxxxxx Street Partners.

  • Company Group means the Company and its Subsidiaries.

  • Cendant means Cendant Corporation, a Delaware corporation.

  • Xxxxx Group means Xxxxx and any Affiliate of Xxxxx.

  • Corporate Group means the Corporation and its Subsidiaries treated as a single consolidated entity.

  • 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;

  • Former Employees means Former Parent Group Employees and Former SpinCo Group Employees.

  • Retained Group means the Seller, its subsidiaries and subsidiary undertakings from time to time, any holding company of the Seller and all other subsidiaries or subsidiary undertakings of any such holding company (except members of the Group);

  • DBS Group means any of DBS’s subsidiaries, DBS’s holding company and any subsidiaries of DBS’s holding company;

  • 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.

  • Xxxxxx Group shall have the meaning set forth in Section 9.2(b) hereof.