New Parkway Group definition

New Parkway Group means (a) prior to the Distribution Effective Time, New Parkway and each Person that will be a Subsidiary of New Parkway as of or immediately after the Distribution Effective Time, including the Transferred Entities, even if, prior to the Distribution Effective Time, such Person is not a Subsidiary of New Parkway; and (b) from and after the Distribution Effective Time, New Parkway and each Person that is a Subsidiary of New Parkway.
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New Parkway Group means, individually or collectively, as the case may be, (a) New Parkway, Parkway GP, New Parkway LP and any of their respective Subsidiaries (including, for the avoidance of doubt, any such Subsidiary that is treated as a “disregarded entity” for U.S. federal Income Tax purposes (or for purposes of any state, local or foreign Tax law)) from and immediately after the Issuance Time, (b) any Person that shall have merged or liquidated into New Parkway, Parkway GP, New Parkway LP or any such Subsidiary but only from and immediately after the Issuance Time, and (c) any predecessor or successor to any Person otherwise described in this definition but only with respect to periods from and immediately after the Issuance Time. The term “New Parkway Group” shall not include New Parkway or any New Parkway Entity or any predecessor or successor to New Parkway or a New Parkway Entity for any period prior to the Issuance Time.
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New Parkway Group shall not include New Parkway or any New Parkway Entity or any predecessor or successor to New Parkway or a New Parkway Entity for any period prior to the Issuance Time.
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Examples of New Parkway Group in a sentence

  • Cousins shall (and shall cause the members of the Cousins Group to) execute and deliver to New Parkway (or such member of the New Parkway Group as New Parkway shall designate) any power of attorney or other document requested by New Parkway (or such designee) in connection with any Tax Proceeding described in the second sentence of Section 8.02(a).

  • Except as provided in Section 8.02(c)(ii), New Parkway (or such member of the New Parkway Group as New Parkway shall designate) shall have the sole right to represent the interests of the members of the New Parkway Group and to employ counsel of its choice at its expense in any Tax Proceeding relating to any New Parkway Separate Tax Return other than a Tax Proceeding relating to a Cousins Separate Tax Return (a “New Parkway Tax Proceeding”).

  • New Parkway shall (and shall cause the members of the New Parkway Group to) execute and deliver to Cousins (or such member of the Cousins Group as Cousins shall designate) any power of attorney or other document requested by Cousins (or such designee) in connection with any Tax Proceeding described in the first sentence of Section 8.02(a).

  • Notwithstanding the foregoing, no member of the Cousins Group shall be required by this Section 2.9 to maintain in effect any New Parkway Shared Contract, and no member of the New Parkway Group shall have any approval or other rights with respect to any amendment, termination or other modification of any New Parkway Shared Contract.

  • If, pursuant to the Separation Transactions, the transfer, assignment or assumption, as applicable, of any Legacy Parkway Houston Asset, Legacy Parkway Non-Houston Asset, Legacy Parkway Houston Liability or Legacy Parkway Non-Houston Liability set forth on Schedule 2.4(a) requires any Approvals or Notifications, the New Parkway Group shall use, prior to the Distribution Effective Time, its commercially reasonable efforts to obtain or make such Approvals or Notifications as soon as reasonably practicable.

  • Each Legacy Parkway Benefit Plan that will be assigned to the New Parkway Group is set forth on Schedule 2.02(b).

  • New Parkway will cause to be performed, and hereby guarantees the performance of, all actions, agreements and obligations set forth in this Agreement or in any Ancillary Agreement to be performed by any member of the New Parkway Group.

  • If the Net FSA Balance is (a) positive, the Cousins Group shall pay to the New Parkway Group an amount in cash equal to the Net FSA Balance or (b) negative, the New Parkway Group shall pay to the Cousins Group, the absolute value of the Net FSA Balance attributable to Transferring Parkway Employees.

  • New Parkway agrees, on behalf of itself and the other members of the New Parkway Group, not to renew or extend the term of, increase any obligations under, decrease any rights under or transfer to a Third Party such Unreleased Cousins Liability.

  • As of the Benefit Commencement Date, the New Parkway Group shall establish welfare plans (within the meaning of Section 3(1) of ERISA) reasonably necessary, in their sole discretion, to satisfy their obligations under Section 3.02(b).


More Definitions of New Parkway Group

New Parkway Group has the meaning set forth in the Separation and Distribution Agreement.
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Related to New Parkway Group

  • GP means Gottbetter & Partners, LLP.

  • Community Contribution Company means a corporation formed under the laws of British Columbia that includes in its articles the following statement:

  • Operating Company means an “operating company” within the meaning of 29 C.F.R. §2510.3-101(c) of the Plan Asset Regulations.

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

  • MNE Group means any Group that (i) includes two or more enterprises the tax residences of which are in different jurisdictions, or includes an enterprise that is resident for tax purposes in one jurisdiction and is subject to tax with respect to the business carried out through a permanent establishment in another jurisdiction, and (ii) is not an Excluded MNE Group;