OMNOVA Group definition

OMNOVA Group means OMNOVA and its Affiliates.
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OMNOVA Group means OMNOVA and its consolidated subsidiaries prior to the Acquisition.
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Examples of OMNOVA Group in a sentence

  • In the event GenCorp or one of its Affiliates receives a refund for any Pre-Distribution Period resulting from any OMNOVA Group Carryback from a Post-Distribution Period, GenCorp shall immediately remit such refund to OMNOVA.

  • Notwithstanding Sections 3.01 and 3.02, OMNOVA shall file all State Tax Returns for GSI, with the exception of unitary returns set forth on Schedule 3.01, and any tax audit or other proceeding pertaining to any State Tax of GSI shall be a Separate Contest of the OMNOVA Group.

  • Similarly, to the extent the increased liability for Taxes of GenCorp or any of its Affiliates with respect to any Pre-Distribution Period resulting from any OMNOVA Group Carryback from a Post-Distribution Period for any Period arises after the refund has been paid to OMNOVA, GenCorp shall inform OMNOVA of the amount of such increase, and OMNOVA shall pay the amount of such increase to GenCorp promptly.

  • Immediately prior to the Distribution, GenCorp shall cause any and all tax allocation, tax sharing and similar agreements or arrangements existing between GenCorp and all members of the OMNOVA Group to be terminated as of the Distribution Date, and shall cause any amounts due under such agreements or arrangements to be settled in the manner agreed to by the Parties prior to the Distribution Date.

  • In the event any member of the GenCorp Group or the OMNOVA Group files Tax Returns for Straddle Periods that are inconsistent with such past Tax accounting practices, then, notwithstanding any provision of this Agreement to the contrary, in addition to any other remedies available, the other Party shall only be responsible for the amount of Taxes it would owe if such Tax Returns had been consistent with such past Tax accounting practices.

  • Except as otherwise provided in Section 5.02 of the Distribution Agreement, GenCorp shall be liable for, and shall indemnify and hold the OMNOVA Group harmless from all Spin-off Taxes.

  • Collectively, OMNOVA and any OMNOVA Group member whose employees are required by Section 414 of the Code to be treated as if they were employed by a single employer.

  • Notwithstanding Section 6.02(b), OMNOVA shall be responsible for, and shall indemnify GenCorp against, (a) all liabilities for State Taxes of GenCorp Services, Inc., a Ohio corporation ("GSI"), and (b) any liability to GSI or to any member of the GenCorp Group for adjustments to State Taxes resulting from transactions or arrangements between GSI and any other member of the GenCorp Group or the OMNOVA Group.

  • Notwithstanding Section 2.02(b), OMNOVA shall be responsible for, and shall indemnify GenCorp against, (a) all liabilities for State Taxes of GenCorp Services, Inc., a Ohio corporation ("GSI"), and (b) any liability to GSI or to any member of the GenCorp Group for adjustments to State Taxes resulting from transactions or arrangements between GSI and any other member of the GenCorp Group or the OMNOVA Group.

  • Upon the termination of the Executive’s employment for any reason, the Executive agrees that she shall be deemed to have resigned from all positions that the Executive holds as an officer, member of the Board (or any committee thereof), and any other office or position of any member of the OMNOVA Group (as defined in Section 4.1, below).