CEI Group definition
Examples of CEI Group in a sentence
This Agreement and the State Tax Sharing Agreements contain the entire agreement between the Parties with respect to the subject matter hereof and supersede all other agreements, whether or not written, in respect of any Tax between or among any member or members of the CEI Group, on the one hand, and any member or members of the Holdings Group, on the other hand, and all such other agreements (other than the State Tax Sharing Agreements) are hereby terminated.
If a Required Tax Attribute Carryback that is reported on a Tax Return filed by CEI or other member of the CEI Group produces an actual Tax savings to CEI or other member of the CEI Group, CEI shall pay Holdings an amount equal to such savings within sixty (60) days following the filing of such Tax Return.
This Agreement is being entered into by CEI and Holdings on behalf of themselves and each member of the CEI Group and Holdings Group, respectively.
CEI and Holdings hereby guarantee the performance of all actions, agreements and obligations provided for under this Agreement of each member of the CEI Group and Holdings Group, respectively.
This Agreement shall be binding upon, and shall inure to the benefit of, the successors, assigns and persons controlling any of the corporations bound hereby for so long as such successors, assigns or controlling persons are members of the CEI Group or the Holdings Group or their successors and assigns.
This Agreement shall constitute a direct obligation of each such member and shall be deemed to have been readopted and affirmed on behalf of any corporation which becomes a member of the CEI Group or Holdings Group in the future.
To the Knowledge of CEI and the Borrower, no slogan or other advertising device, product, process, method, substance, part or component, or other material now employed, or now contemplated to be employed, by any member of the CEI Group infringes upon or conflicts with any rights owned by any other Person, and no claim or litigation regarding any of the foregoing is pending or, to the Knowledge of CEI and the Borrower, threatened.
The Issuer shall have the same rights and powers under the Financing Documents as any other Lender and may exercise or refrain from exercising the same as though it was not the Issuer (in each case to the extent the Issuer is also a Lender), and the Issuer and its Affiliates may accept deposits from, lend money to, and generally engage in any kind of business with any member of the CEI Group or Affiliate of a member of the CEI Group as if it were not the Issuer hereunder.
No member of the CEI Group is subject to regulation under any Requirement of Law which limits its ability to incur Debt.
The parties hereto acknowledge and agree that the purchase and sale of the Common Stock pursuant to this Agreement will result in the Company ceasing to be a member of the CEI Group.