CBI Group definition
Examples of CBI Group in a sentence
In the event that an audit relates to any Tax matters of members from both the CBI Group and the Convergys Group, oversight of such audit will be handled by the Tax Administrators in consultation with the chief financial officers of each of the respective Groups.
In connection with the Distribution, the Tax Administrators will oversee the allocation of the tax reserves shown on the balance sheet of CBI immediately prior to the Distribution Date among the members of the CBI Group and the Convergys Group in a manner that accurately reflects both the parties to whom the reserves should be allocated and the amount of reserves that should be allocated to each of such parties.
In the event of a disagreement between the Tax Administrators or between the CBI Group or the Convergys Group, all computations or recomputations of any Tax liability, Tax rate or other similar items, and all determinations of the amount of payments or repayments will be reviewed by the Tax CPA, with the cost of such review being shared equally by the disputing Groups.
CBI or Convergys, as the case may be, shall guarantee the obligations of each member of the CBI Group or the Convergys Group, respectively, under this Agreement.
If, for any Taxable period, a member of the Convergys Group incurs a net operating loss, net capital loss, unused general business tax credit or unused foreign tax credit (a "Carryback or Carryforward Item"), that may be carried back or carried forward to a Taxable year of the CBI Group or the CBI Affiliated Group, CBI shall pay to Convergys an amount equal to the amount by which the Tax liability of the CBI Group is reduced by such Carryback or Carryforward Item.
In the case of any Shared Contingent Gain, CBI shall be entitled to retain from the amount of the Shared Contingent Gain otherwise payable to CONVERGYS, CONVERGYS' Shared Percentage of the costs and expenses paid or incurred by or on behalf of any member of the CBI Group in connection with such Shared Contingent Gain.
Except for this Agreement and except as provided in this Agreement, any and all existing Tax allocation agreements or arrangements, written or unwritten, between any member of the CBI Group and any member of the Convergys Group shall terminate upon completion of the Distribution.
Each of CBI, Convergys and the members of the CBI Group and the Convergys Group, respectively, represent that, as of the date hereof, and covenants that on the Distribution Date, neither Convergys, CBI nor the members of the Convergys Group or CBI Group, respectively, as applicable, is aware of any present plan or intention by the current shareholders of CBI to sell, exchange, transfer by gift, or otherwise dispose of any of their stock in, or securities of, CBI or Convergys subsequent to the Distribution.
CBI shall have full control over all matters relating to any Return or any Tax proceeding relating to any Tax matters of at least one member of the CBI Group.
Likewise, if, for any Taxable period, a member of the CBI Group incurs Carryback or Carryforward Item that may be carried back or carried forward to a Taxable year of the CBI Affiliated Group, Convergys shall pay to CBI an amount equal to the amount by which the Tax liability of the Convergys Group is reduced by such Carryback or Carryforward Item.