Part D Group definition

Part D Group means the Company, Penn Life, UAC Holding and MemberHealth, LLC.
Sample 1Sample 2
Part D Group means UAM and its consolidated subsidiaries owning the interest and assets of the Medicare Part D Business, which includes Penn Life, UAC Holding Inc. and MemberHealth LLC.
Sample 1
Part D Group means Parent, Pennsylvania Life Insurance Company, a Pennsylvania corporation and subsidiary of UAC Holding, UAC Holding and Member Health, LLC, a Delaware limited liability company and subsidiary of Parent.
Sample 1

Examples of Part D Group in a sentence

  • The Parties acknowledge and agree that members of the Newco Group and members of the Part D Group may each possess certain ownership rights in and to the software applications set forth on Schedule 2.02(c) (the “Jointly Owned Software Applications”).

  • Newco and the Company acknowledge that the Part D Group, on the one hand, and the Newco Group, on the other hand, may incur costs and expenses (including contributions to plans and the payment of insurance, or other similar premiums, or benefits) pursuant to any of the Benefit Plans which are, as set forth in this Agreement, the responsibility of the other Party.

  • Newco and the Company agree that any Pre-Separation Occurrence Based Insurance Claims by the Company or any member of the Part D Group under any such Insurance Policy shall receive the same priority and be subject to any deductibles and retentions with all claims by Newco or any member of the Newco Group under such Insurance Policies (whether or not such Pre-Separation Occurrence Based Insurance Claims are made before or after any claims by Newco).

  • Any action required to be taken by Newco under this Article VII may be taken by one or more members of the Newco Group, and all actions required to be taken by the Company under this Article VII may be taken by one or more members of the Part D Group.

  • Without limiting Article II, the Company and the other members of the Part D Group shall have no liability to Newco or any other member of the Newco Group in respect of any act or omission occurring at or prior to the Effective Time (including any breach of this Agreement or any other Split-Off Agreement) in connection with this Agreement or any other Split-Off Agreement or the transactions contemplated hereby or thereby.

  • Newco shall indemnify each member of the Part D Group for any Liability relating to Newco Employees and former employees of the Company and its Subsidiaries except Former Part D Employees, and the Company shall indemnify each member of the Newco Group for any Liability relating to Part D Employees and Former Part D Employees.

  • For the avoidance of doubt, nothing in this Section 5.01(a) shall limit the rights of any member of the Part D Group under this Agreement or any other Split-Off Agreement.

  • Immediately prior to the Effective Time, the Company shall cause one working copy of the then-current version of each Jointly Owned Software Application to be delivered to such member of the Part D Group and to such member of the Newco Group (including all source code and associated documentation related thereto).

  • Subject to Section 2.1(e) and Section 3.2, Company shall have the sole and exclusive responsibility for the preparation and filing of each Tax Return that is required to be filed after the Closing Date that includes any member of the Part D Group (and no Member of the Newco Group) or relates only to the Medicare Part D Business and that is not a Jointly Filed Tax Return (each, a “Company Filed Tax Return”).

  • Any and all prior Tax sharing or allocation agreements or practices (“Tax Sharing Agreements”) between any member of the Part D Group and any member of the Newco Group shall be terminated with respect to the Newco Group as of the Closing Date, and no member of the Newco Group shall have any continuing rights or obligations thereunder.


More Definitions of Part D Group

Part D Group shall have the meaning set forth in the Separation Agreement.
Sample 1

Related to Part D Group

  • Retained Group means the Seller, its subsidiaries and subsidiary undertakings from time to time, any holding company of the Seller and all other subsidiaries or subsidiary undertakings of any such holding company (except members of the Group);

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

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

  • 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.

  • 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;

  • 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)

  • 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.

  • SpinCo Group means (a) prior to the Effective Time, SpinCo and each Person that will be a Subsidiary of SpinCo as of immediately after the Effective Time, including the Transferred Entities, even if, prior to the Effective Time, such Person is not a Subsidiary of SpinCo; and (b) on and after the Effective Time, SpinCo and each Person that is a Subsidiary of SpinCo.

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

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

  • the Group means the Company and its subsidiary undertakings (if any); and

  • Transferred Entities means the entities set forth on Schedule 1.9.

  • Risk retention group means any corporation or other limited liability association:

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

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

  • Target Group means the Target and its Subsidiaries.

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

  • Tax Group has the meaning set forth in Section 7.06(h)(iii).

  • Seller’s Group means the Seller and any company which is, on or after the date of this Agreement, a subsidiary or holding company of the Seller or a subsidiary of a holding company of the Seller, and excludes, for the avoidance of doubt, any Group Company, and "Seller's Group Company" shall be construed accordingly.

  • Former Employees means a former member of management of Icahn Enterprises (or any of its Subsidiaries (including any Guarantors)), other than the Principal, who voluntarily or upon any other termination is no longer employed by any of Icahn Enterprises or any of its Subsidiaries (including any Guarantors) and who holds Equity Interests that are required to be redeemed or purchased pursuant to any contractual requirements upon such termination of employment.

  • Xxxxx Group means Xxxxx and any Affiliate of Xxxxx.

  • Section 385 Expanded Group shall have the meaning set forth in Treasury Regulation Section 1.385-1(c)(4) for an “expanded group”.

  • VAT Group means a group for the purposes of the VAT Grouping Legislation.

  • Company Employees shall have the meaning set forth in Section 6.10(a).

  • Group the Company and its subsidiaries

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