Examples of HCP Group in a sentence
HCP shall have the exclusive right to prepare, file, prosecute, compromise, or settle any claim for refund for Taxes in respect of a Tax Return for which HCP bears responsibility under this Section 2.1(a) and to determine whether any refunds of such Taxes to which the HCP Group may be entitled shall be received by way of refund or credit against the Tax liability of the HCP Group.
At any time after the Distribution Date that HCP or any member of the HCP Group proposes to destroy such material or information, HCP shall first notify SpinCo in writing and SpinCo shall be entitled to receive such materials or information proposed to be destroyed.
HCP shall promptly notify SpinCo in writing upon receipt by HCP or any member of the HCP Group of a written communication from any Taxing Authority with respect to any Tax Contest concerning any Tax Return or otherwise concerning Taxes for which SpinCo may be liable under this Agreement or that impacts any portion of a Post-Closing Period.
QCP and each member of the QCP Group hereby waive compliance by each and every member of the HCP Group with the requirements and provisions of any “bulk-sale” or “bulk-transfer” Laws of any jurisdiction that may otherwise be applicable with respect to the transfer or sale of any or all of the QCP Assets to any member of the QCP Group.
Each Intercompany Account outstanding immediately prior to the Effective Time, will be satisfied and/or settled in full in cash or otherwise cancelled and terminated or extinguished by the relevant members of the HCP Group and the QCP Group prior to the Effective Time, in each case, in the manner agreed to by the Parties.
HCP shall promptly notify SpinCo in writing upon receipt by HCP or any member of the HCP Group of a written communication from any Taxing Authority with respect to any Tax Contest concerning any Tax Return or otherwise concerning Taxes for which SpinCo may be liable under this Agreement.