TCM Tainting Act definition

TCM Tainting Act means (a) any breach of any written representation relating to the qualification of the Reorganization as a reorganization described in Section 368(a)(1)(D) of the Code, relating to the qualification of the Distribution as a transaction described in Section 355 of the Code, or relating to the treatment of the stock of TCM as "qualified property" within the meaning of Sections 355(c)(2) and 361(c)(2) of the Code, which representation is made by TCM in that certain officer's certificate of even date herewith that was provided to King & Spalding LLP in connection with the tax opinion of King & Spalding LLP described in Section 3.3(g) of the Separation and Distribution Agreement, or (b) any action, failure to act or omission by or involving any Person (other than Xxxx or any other Person that is an Affiliate of Xxxx immediately before or immediately after such action, failure to act, or omission) after the Distribution Date, if such breach, action, failure to act, or omission contributes to a Final Determination that (i) the Reorganization failed to qualify as a reorganization under Section 368(a)(1)(D) of the Code, (ii) the Distribution failed to qualify as a transaction described in Section 355 of the Code or (iii) the stock of TCM distributed to Xxxx'x shareholders failed to qualify as "qualified property" within the meaning of Sections 355(c)(2) and 361(c)(2) of the Code, including by reason of the application of Section 355(e) of the Code.
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Examples of TCM Tainting Act in a sentence

  • TCM covenants that neither TCM nor any member of the TCM Group shall commit or be party to or the subject of any TCM Tainting Act.

Related to TCM Tainting Act

  • amending Act means the Passenger Transportation Amendment Act, 2018, S.B.C. 2018, c. 53;

  • Planning Act means the Planning Act, R.S.O. 1990, c. P.13, as amended;

  • Enabling Act means Title 4, Chapter 15, as amended, of the South Carolina Code as supplemented by Section 11-27-40 of the South Carolina Code.

  • Mining Act means the Mining Xxx 0000;

  • Cannabis Act means An Act respecting cannabis and to amend the Controlled Drugs and Substances Act, the Criminal Code and other Acts, S.C. 2018, c. 16, as amended from time to time.

  • POPI Act means the Protection of Personal Information Act, 4 of 2013;

  • Americans with Disabilities Act (“ADA”) means section 504 of the Rehabilitation Act of 1973 and the Americans with Disabilities Act of 1990 as amended by the ADA Amendments Act of 2008.

  • Occupational Safety and Health Law means any Law designed to provide safe and healthful working conditions and to reduce occupational safety and health hazards, and any program, whether governmental or private (including those promulgated or sponsored by industry associations and insurance companies), designed to provide safe and healthful working conditions.

  • Occupational Health and Safety Act means the Occupational Health and Safety Act, 1993 (Act No 85 of 1993);

  • Ratifying Act means the Act to ratify this Agreement and referred to in clause 3 hereof;

  • Fair Housing Act means the Fair Housing Act, as amended.

  • Housing Act means the United States Housing Act of 1937, as amended, or its successor.

  • Clean air standards, as used in this clause means:

  • TIF Act means the Real Property Tax Increment Allocation Redevelopment Act, Sections 99.800 to 99.865, inclusive, of the Revised Statutes of Missouri, as amended.

  • Public Works Act means the Public Works Xxx 0000;