Lithium Group definition

Lithium Group means the Company, each Lithium Subsidiary and each other Person that either (x) is controlled directly or indirectly by the Company immediately after the Separation Date or (y) becomes controlled by the Company following the Separation Date.
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Lithium Group has the meaning set forth in the Separation and Distribution Agreement.
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Examples of Lithium Group in a sentence

  • Each such Lithium RSU shall be subject to the same terms and conditions (including vesting and payment schedules) as applicable to the corresponding Unbanked Parent PRSU as of immediately prior to the Distribution Effective Time; provided, that each such Lithium RSU shall not be subject to any performance-based vesting conditions and shall vest solely based on the continuous service of the Lithium Participant with the Lithium Group.

  • To the extent permitted by applicable Law and the applicable agreement, if any, effective as of the Separation Effective Time, (i) Parent hereby assigns, to the maximum extent possible, on behalf of itself and the Parent Group, the Lithium Specified Rights, to the Company and (ii) the Company hereby assigns, to the maximum extent possible, on behalf of itself and the Lithium Group, the Parent Specified Rights, to Parent.

  • Subject Section 6.03, effective as of the Separation Effective Time, all Liabilities relating to, arising out of, or resulting from health and welfare coverage or claims incurred prior to, on or after the Separation Effective Time by each Lithium Participant under the Parent H&W Plans shall cease to be Liabilities of the Parent Group and shall be assumed by the Lithium Group and deemed to be Lithium Assumed Employee Liabilities.

  • For the avoidance of doubt, each Transferred Lithium Employee shall be deemed to be a “Lithium Employee” for all purposes of the Agreement following the applicable date of transfer of his or her employment from the Parent Group to the Lithium Group.

  • To the extent that any member of the Lithium Group is included in any Joint Tax Return for a Taxable period that includes the Distribution Date, Parent shall include in such Joint Tax Return the results of such member of the Lithium Group on the basis of the Closing of the Books Method to the extent permitted by Applicable Tax Law.

  • Parent and Livent shall promptly advise each other with respect to any proposed Tax adjustments that are the subject of an audit or investigation, or are the subject of any proceeding or litigation, and that may affect any Tax liability or any Tax Attribute (including, but not limited to, basis in an asset or the amount of earnings and profits) of any member of the Lithium Group or any member of the Parent Group, respectively.

  • Following the Separation Date, no member of the Lithium Group or the Parent Group shall have any further rights or liabilities thereunder, and, except for Section 8.06(c) of the Separation and Distribution Agreement, Section 9.02 of the Employee Matters Agreement, Section 3.04 of the Transition Services Agreement, this Agreement shall be the sole Tax sharing agreement between the members of the Lithium Group on the one hand, and the members of the Parent Group, on the other hand.

  • Not in limitation of any obligations of the parties hereunder, the members of the Parent Group and the members of the Lithium Group shall cooperate to make all other filings and give notice to and obtain any Consent or Governmental Approval that may reasonably be required to consummate the Transactions; provided that in no event shall any member of a Group have any Liability whatsoever to any member of the other Group for any failure to obtain any such Consent or Governmental Approval.

  • For the avoidance of doubt, unless otherwise specifically provided in the Transaction Documents, all liabilities, costs and expenses incurred in connection with this Agreement by or on behalf of Livent or any member of the Lithium Group in any Pre-Distribution Period shall be the responsibility of Parent and shall be assumed in full by Parent.

  • All Tax Returns that include any member of the Parent Group or any member of the Lithium Group shall be prepared in a manner that is consistent with the Intended Tax-Free Treatment.

Related to Lithium Group

  • Distributor / Distribution Company means Company(ies), Firm(s), Sole Proprietorship concern(s), individual(s), Banks or any other Financial Institution appointed by the Management Company under intimation to the Trustee for performing any or all of the Distribution Functions and who are registered with MUFAP as Registered Service Providers. The Management Company may itself also performs the Distribution Function.

  • ECC means the amount calculated by Contractor for the total cost of all elements of the Work based on this Agreement available at the time(s) that the ECC is prepared. The ECC shall be based on current market rates with reasonable allowance for overhead, profit and price escalation and shall include and consider, without limitation, all alternates and contingencies, designed and specified by A/E and the cost of labor and materials necessary for installation of Owner furnished equipment. The ECC shall include all the cost elements included in the AACC, as defined above, and shall represent Contractor’s best current estimate of the Guaranteed Maximum Price it will propose for the Project based on the information then available. The ECC shall not include Contractor’s Pre-Construction Phase Fee, A/E’s Fees, the cost of the land and rights-of-way, or any other costs that are the direct responsibility of Owner.

  • IOSCO means the International Organisation of Securities Commissions.

  • Fertilizer means any substance or mixture of substances that contains one or more recognized plant nutrients and promotes plant growth, or controls soil acidity or alkalinity, or provides other soil enrichment, or provides other corrective measures to the soil.

  • 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;

  • Distribution Company means a distribution company as defined in Section 1 of Chapter 164 of the Massachusetts General Laws.3

  • Alloy means a metal consisting of a mixture of a basic metallic element and one or more metallic, or non-metallic, alloying elements.

  • Polymer means a substance consisting of molecules characterised by the sequence of one or more types of monomer units. Such molecules must be distributed over a range of molecular weights wherein differences in the molecular weight are primarily attributable to differences in the number of monomer units. A polymer comprises the following:

  • Horizon means a layer of soil, approximately parallel to the surface, that has distinct characteristics produced by soil forming processes.

  • Automotive hard paste wax means an automotive wax or polish that is:

  • CPET means the UK Government’s Central Point of Expertise on Timber.

  • Roll coating means the application of a coating material to a substrate by means of hard rubber or steel rolls.

  • DG means Distributed Generation.

  • In loco parentis means relating to the responsibility to undertake the care and control of another person in the absence of:

  • 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.

  • Supplier Group means the Supplier and its Affiliates from time to time and "Supplier Group Company" means any company or corporation within the Supplier Group;

  • COP means the conference of the parties to the Convention;

  • Service Group means any one or more (as the context may require) of the service groups described in this Schedule;

  • Co-pilot means a pilot operating other than as pilot-in-command, on an aircraft for which more than one pilot is required, but excluding a pilot who is on board the aircraft for the sole purpose of receiving flight instruction for a licence or rating.

  • snippet means the Guarantee and Collateral Agreement, as amended, supplemented or otherwise modified from time to time, in the form of Exhibit E, among Holdings, the Borrower, each Subsidiary Loan Party and the Administrative Agent.","snippetLinks":[{"key":"guarantee-and-collateral-agreement","type":"clause","offset":[10,44]},{"key":"as-amended","type":"definition","offset":[46,56]},{"key":"otherwise- modified","type":"clause","offset":[74,92]},{"key":"from-time-to-time","type":"clause","offset":[93,110]},{"key":"form-of","type":"clause","offset":[119,126]},{"key":"exhibit-e","type":"clause","offset":[127,136]},{"key":"holdings","type":"clause","offset":[144,152]},{"key":"the-borrower","type":"clause","offset":[154,166]},{"key":"subsidiary-loan- party","type":"definition","offset":[173,194]},{"key":"the-administrative-agent","type":"clause","offset":[199,223]}],"hash":"61aabf5edc0e717dd017e870877aba2d","id":5},{"size":55,"samples":[{"uri":"/contracts/dcqI4XJ9kpY#collateral-agreement","label":"Credit Agreement (AGA Medical Holdings, Inc.)","score":21},

  • Total tetrahydrocannabinol means the sum of the percentage by weight of tetrahydrocannabinolic acid multiplied by eight hundred seventy-seven thousandths plus the percentage of weight of tetrahydrocannabinol.

  • Promoter Group means such persons and entities constituting the promoter group as per Regulation 2(1)(pp) of the SEBI ICDR Regulations.

  • Specialty fertilizer means a fertilizer distributed primarily for nonfarm use.

  • Xxxxx Group means Xxxxx and any Affiliate of Xxxxx.

  • Clean coal technology means any technology, including technologies applied at the precombustion, combustion, or post combustion stage, at a new or existing facility which will achieve significant reductions in air emissions of sulfur dioxide or oxides of nitrogen associated with the utilization of coal in the generation of electricity, or process steam which was not in widespread use as of November 15, 1990.

  • SDS means Safety Data Sheet.