Seattle Group definition

Seattle Group shall have the meaning set forth in the Separation Agreement.
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Seattle Group means Seattle and its Affiliates, as determined immediately after the Distribution.
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Seattle Group means Seattle, those Persons set forth on Schedule 2.2(a)(ii), each Subsidiary of Seattle immediately after the Distribution Time and each other Person that becomes a Subsidiary of Seattle after the Distribution Time (including as a result of transactions that occur following the Distribution Time in accordance with the Plan of Reorganization).
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Examples of Seattle Group in a sentence

  • Houston shall be liable for, and shall indemnify and hold harmless the Seattle Group from and against (x) any liability for Houston Taxes and (y) any Distribution Tax-Related Losses for which Houston is responsible pursuant to Section 7.02.

  • In furtherance thereof, in the event of any dispute or disagreement (a “Dispute”) between any member of the Houston Group and any member of the Seattle Group as to the interpretation of any provision of this Agreement or the performance of obligations hereunder, the Tax departments of the Companies shall negotiate in good faith to resolve the Dispute.

  • Houston shall reasonably determine in good faith, and advise Seattle in writing, of the amount of any Tax Attributes arising in a Pre-Distribution Period that shall be allocated or apportioned to the Seattle Group under applicable Law, provided that this Section 3.07 shall not be construed as obligating Houston to undertake an “earnings & profits study” or similar determinations.

  • If, at any time, Houston or Seattle acquires or creates one or more Affiliates that are includable in the Houston Group or Seattle Group, as the case may be, they shall be subject to this Agreement and all references to the Houston Group or Seattle Group, as the case may be, herein shall thereafter include a reference to such Affiliates.

  • Each member of the Houston Group shall execute and deliver to Seattle (or such member of the Seattle Group as Seattle shall designate) any power of attorney or other similar document requested by Seattle (or such designee) in connection with any Tax Contest (as to which Seattle is the Controlling Company) described in this Section 10.

  • The Houston Group and the Seattle Group agree to compute all Taxes for Post-Distribution Periods consistently with the determination of the allocation of Tax Attributes pursuant to this Section 3.07 unless otherwise required by a Final Determination.

  • As of the date hereof, (i) all prior intercompany Tax allocation agreements or arrangements between one or more members of the Houston Group, on the one hand, and one or more members of the Seattle Group, on the other hand, shall be terminated; and (ii) amounts due under such agreements as of the date hereof shall be settled as of the date hereof.

  • Notwithstanding any other provision of this Agreement, upon Seattle’s reasonable request, Houston shall promptly make available to Seattle (except as may otherwise be set forth in a Service Schedule, at Seattle’s expense for any reasonable actual, third-party out-of-pocket costs of Houston incurred in connection therewith) any and all Seattle Group data (complete and unaltered) possessed by or under the control of any member of the Houston Group as a result of its performance of any Services hereunder.

  • In the event that a member of the Houston Group, on the one hand, or a member of the Seattle Group, on the other hand, suffers a Tax detriment as a result of a Transfer Pricing Adjustment, the Companies shall cooperate pursuant to this Section 8 to seek any competent authority relief that may be available with respect to such Transfer Pricing Adjustment.

  • Each member of the Seattle Group shall execute and deliver to Houston (or such member of the Houston Group as Houston shall designate) any power of attorney or other similar document reasonably requested by Houston (or such designee) in connection with any Tax Contest (as to which Houston is the Controlling Company) described in this Section 10.

Related to Seattle 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;

  • ITT means the Purchaser’s invitation to tender dated (date ITT issued).

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

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

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

  • Management Group means the group consisting of the directors, executive officers and other management personnel of the Issuer or any direct or indirect parent of the Issuer, as the case may be, on the Issue Date together with (1) any new directors whose election by such boards of directors or whose nomination for election by the shareholders of the Issuer or any direct or indirect parent of the Issuer, as applicable, was approved by a vote of a majority of the directors of the Issuer or any direct or indirect parent of the Issuer, as applicable, then still in office who were either directors on the Issue Date or whose election or nomination was previously so approved and (2) executive officers and other management personnel of the Issuer or any direct or indirect parent of the Issuer, as applicable, hired at a time when the directors on the Issue Date together with the directors so approved constituted a majority of the directors of the Issuer or any direct or indirect parent of the Issuer, as applicable.

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

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

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

  • 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.

  • Dean means the head of a faculty of the University;

  • Soda fountain means a place especially equipped

  • 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;

  • Western means the Board of Trustees of Western Michigan University and the administrative agents of said Board.

  • Other Founding Companies means all of the Founding Companies other than the Company.

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

  • Xxxxx Group means Xxxxx and any Affiliate of Xxxxx.

  • Forest means an area of land defined by the minimum values for area size, tree crown cover or an equivalent stocking level, and potential tree height at maturity at the place of growth of the trees as specified for each Member State in Annex II. It includes areas with trees, including groups of growing, young, natural trees, or plantations that have yet to reach the minimum values for tree crown cover or an equivalent stocking level or minimum tree height as specified in Annex II, including any area that normally forms part of the forest area but on which there are temporarily no trees as a result of human intervention, such as harvesting, or as a result of natural causes, but which area can be expected to revert to forest;

  • Xxxxxxx Group means (i) any member of the Xxxxxxx Family, (ii) Xxxxxxx Energy Partners I, LP and SEP Management I, LLC, (iii) Xxxxxxx Parent, (iv) Xxxxxxx Investor, (v) Xxxxxxx Production Partners LP, (vi) Xxxxxxx Oil & Gas Corporation, (vii) Blackstone Newco and (viii) any Person Controlled by any one or more of the foregoing (other than the General Partner, the Partnership or any of their respective Subsidiaries).

  • IOSCO means the International Organisation of Securities Commissions.

  • Colony means a hive and its equipment and appurtenances, including bees, comb, honey, pollen, and brood.

  • AMC means Annual Maintenance Contract

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

  • SITC means the Standard International Trade Classification, Revision 3 (SITC, Rev. 3), published by the United Nations in Statistical Papers, Series M, No. 34/Rev. 3 (1986);

  • Group the Company and its subsidiaries