ADADP definition

ADADP shall be as defined in Section 6.12(h).
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ADADP has the meaning set forth in Section 5.04(d)(i).
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Examples of ADADP in a sentence

  • Except as otherwise required by law, (1) none of the Parties will take a position on any Tax Return or in any Tax proceeding inconsistent with the Purchase Price Allocation, and (2) the Parties shall file all Tax Returns and forms consistently with the Purchase Price Allocation; provided, however, the Parties acknowledge that the allocation may be different between ADADP and “adjusted grossed up basis (AGUB)” as required by the regulations under Code Section 336(e).

  • Buyer and Seller shall agree on the allocation of the ADADP and AGUB among the assets of the Electing Companies as promptly as reasonably practicable after the Closing Date.

  • Within 60 days after the Closing Date, Buyer shall deliver to Seller a statement (the “Allocation Statement”) allocating the ADADP and AGUB (as such terms are defined in Treasury Regulations Sections 1.336-3 and 1.336-4) of the assets of the Company and its Subsidiaries in accordance with the Treasury regulations promulgated under Section 336(e).

  • As promptly as reasonably practicable after the Closing Date, Seller shall provide Buyer with (i) the computation in accordance with Section 336(e) of the Code and the Treasury Regulations promulgated thereunder of the ADADP and AGUB of the assets of the Company Group and (ii) the allocation of the ADADP and AGUB among the assets of the Company Group (the “Allocation”), for Buyer’s review.