OMNOVA Group definition

OMNOVA Group means OMNOVA and its Affiliates.
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OMNOVA Group means OMNOVA and its consolidated subsidiaries prior to the Acquisition.
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Examples of OMNOVA Group in a sentence

  • In the event GenCorp or one of its Affiliates receives a refund for any Pre-Distribution Period resulting from any OMNOVA Group Carryback from a Post-Distribution Period, GenCorp shall immediately remit such refund to OMNOVA.

  • Notwithstanding Sections 3.01 and 3.02, OMNOVA shall file all State Tax Returns for GSI, with the exception of unitary returns set forth on Schedule 3.01, and any tax audit or other proceeding pertaining to any State Tax of GSI shall be a Separate Contest of the OMNOVA Group.

  • Immediately prior to the Distribution, GenCorp shall cause any and all tax allocation, tax sharing and similar agreements or arrangements existing between GenCorp and all members of the OMNOVA Group to be terminated as of the Distribution Date, and shall cause any amounts due under such agreements or arrangements to be settled in the manner agreed to by the Parties prior to the Distribution Date.

  • Collectively, OMNOVA and any OMNOVA Group member whose employees are required by Section 414 of the Code to be treated as if they were employed by a single employer.

  • In the event any member of the GenCorp Group or the OMNOVA Group files Tax Returns for Straddle Periods that are inconsistent with such past Tax accounting practices, then, notwithstanding any provision of this Agreement to the contrary, in addition to any other remedies available, the other Party shall only be responsible for the amount of Taxes it would owe if such Tax Returns had been consistent with such past Tax accounting practices.

  • Except as otherwise provided in Section 5.02 of the Distribution Agreement, GenCorp shall be liable for, and shall indemnify and hold the OMNOVA Group harmless from all Spin-off Taxes.

  • Notwithstanding Section 2.02(b), OMNOVA shall be responsible for, and shall indemnify GenCorp against, (a) all liabilities for State Taxes of GenCorp Services, Inc., a Ohio corporation ("GSI"), and (b) any liability to GSI or to any member of the GenCorp Group for adjustments to State Taxes resulting from transactions or arrangements between GSI and any other member of the GenCorp Group or the OMNOVA Group.

  • Notwithstanding Section 6.02(b), OMNOVA shall be responsible for, and shall indemnify GenCorp against, (a) all liabilities for State Taxes of GenCorp Services, Inc., a Ohio corporation ("GSI"), and (b) any liability to GSI or to any member of the GenCorp Group for adjustments to State Taxes resulting from transactions or arrangements between GSI and any other member of the GenCorp Group or the OMNOVA Group.

  • Except with respect to this Agreement and the Ancillary Agreements (and agreements expressly contemplated herein or therein to survive the Distribution by their terms or which are included in the Contributed Assets), GenCorp and OMNOVA (on their own behalf and on behalf of the members of the GenCorp Group and OMNOVA Group, respectively) hereby terminate, any and all written or oral agreements, arrangements, commitments or understandings, between or among them, effective as of the Distribution Date.

  • The Executive agrees that following her termination from the Company for any reason, she will not at any time make, publish, or communicate to any person or entity or in any public forum any defamatory or disparaging remarks, comments, or statements concerning the OMNOVA Group (as defined in Section 4.1 below) or its businesses, or any of its employees, officers or directors.

Related to OMNOVA Group

  • 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;

  • DBS Group means DBS Bank Ltd, its subsidiaries, affiliates, branches and related companies.

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

  • Combined Group means a group of corporations or other entities that files a Combined Return.

  • 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.

  • Affiliated Group means any affiliated group within the meaning of Section 1504(a) of the Code or any similar group defined under a similar provision of state, local or foreign law.

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

  • Xxxxx Group means Xxxxx and any Affiliate of Xxxxx.

  • Top Paid Group means the top 20 percent of Employees who performed services for the Employer during the applicable year, ranked according to the amount of "415 Compensation" (determined for this purpose in accordance with Section 1.26) received from the Employer during such year. All Affiliated Employers shall be taken into account as a single employer, and Leased Employees within the meaning of Code Sections 414(n)(2) and 414(o)(2) shall be considered Employees unless such Leased Employees are covered by a plan described in Code Section 414(n)(5) and are not covered in any qualified plan maintained by the Employer. Employees who are non-resident aliens and who received no earned income (within the meaning of Code Section 911(d)(2)) from the Employer constituting United States source income within the meaning of Code Section 861(a)(3) shall not be treated as Employees. Additionally, for the purpose of determining the number of active Employees in any year, the following additional Employees shall also be excluded; however, such Employees shall still be considered for the purpose of identifying the particular Employees in the Top Paid Group:

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

  • Minority group member means a United States citizen or permanent resident alien who is and can demonstrate membership in one of the following groups:

  • Participating Companies means any insurance company (including Insurance Company) that offers variable annuity and/or variable life insurance contracts to the public and that has entered into an agreement with one or more of the Funds.

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

  • Designated Group means - i) Black designated groups; ii) Black People; iii) Women; iv) people with disabilities or v) Small enterprise, as defined in Section 1 of National Small Enterprise Act, (102 of 1996)

  • Founding Companies has the meaning set forth in the third recital of this Agreement.

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

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

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

  • Related Group For Loan Group 1, Group 1 and for Loan Group 2, Group 2.

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

  • Group the Company and its subsidiaries

  • Residentia Group means Residentia Group Pty Ltd of 165 Barkly Avenue Burnley VIC, ACN 600 546 656 in respect of Appliances purchased in Australia;

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

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

  • mixed financial holding company means a mixed financial holding company as defined in point (21) of Article 4(1) of Regulation (EU) No 575/2013;

  • Control Group means the Company and its Affiliates.