Inclusion Event definition
Examples of Inclusion Event in a sentence
The Inclusion Notice shall be accompanied by a true and correct copy of the Inclusion Event Purchaser's offer.
Such process shall be repeated in series until all of the remaining Inclusion Event Offerees agree to sell their remaining proportionate number of shares of Inclusion Stock.
The amount of any Tax Savings with respect to a Tax or Inclusion Event indemnified hereunder shall be computed on the basis of the tax benefits actually realized by such Tax Indemnitee, the rates assumed in Section 2.1 hereof and the other Tax Assumptions.
In the event that the Inclusion Stock is Common Stock, all Inclusion Event Offerees shall be required, as a condition of participating in such transaction, to convert its Preferred Stock into Common Stock and Transfer Common Stock to the Inclusion Event Purchaser.
In the event that the Inclusion Stock is Common Stock, all Tag Along Offerees shall be required, as a condition of participating in such transaction, to Transfer Common Stock to the CEI Inclusion Event Purchaser.
In lieu of the lump-sum payment provided for in the preceding sentence, Lessee may elect to pay the indemnity with respect to such Inclusion Event by reimbursing (on an After-Tax basis) a Lessor for the taxes (together with any applicable interest, penalties and additions to tax) which such Lessor is required to pay in any calendar year as a result of the Inclusion Event as provided in Section 5.2.
The amount of any indemnity payable by a Tax Indemnifying Party to a Tax Indemnitee pursuant to Article 3 hereof and any Gross-Up shall be calculated on the basis of the tax detriments and benefits incurred or to be incurred (for the purposes of Section 3.2 hereof as a result the same event giving rise to the Inclusion Event) by such Tax Indemnitee and such amounts shall be computed in accordance with the rates assumed in Section 2.1 hereof and the other Tax Assumptions.
The amount of any indemnity payable by a Tax Indemnifying Party to a Tax Indemnitee Party pursuant to Article 3 hereof and any Gross-Up shall be calculated on the basis of the tax detriments and benefits incurred or to be incurred (for the purposes of Section 3.2 hereof as a result the same event giving rise to the Inclusion Event) by such Tax Indemnitee Party and such amounts shall be computed in accordance with the rates assumed in Section 2.1 hereof and the other Tax Assumptions.
The amount of any Tax Savings with respect to a Tax indemnified under Section 2.1 or an Inclusion Event shall be computed on the basis of the tax benefits realized by Lessor and by using the highest marginal rate of federal income tax then in effect and the actual state and local tax rate applicable to Lessor at the time.
The amount of any Tax Savings with respect to a Tax indemnified under Section 2.1, an Inclusion Event or a Loss shall be computed on the basis of the tax benefits realized by Lessor in accordance with the assumption set forth in Section 3.1(b) and the other Tax Assumptions.