Alpha Parties definition

Alpha Parties has the meaning set forth in the preamble.
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Alpha Parties has the meaning set forth in the preamble to this Agreement.
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Alpha Parties shall have the meaning set forth in the background to the Agreement.
Sample 1

Examples of Alpha Parties in a sentence

  • The Alpha Parties will cause to be performed and hereby guarantee the performance of all actions, agreements and obligations set forth herein to be performed by any of their Subsidiaries.

  • To the extent that a Tax benefit relates to the Alpha Business but cannot as a matter of law be so allocated, the amount of such Tax benefit shall reduce any payment obligation of the Alpha Parties under this Agreement.

  • If a refund claim for which the Alpha Parties have received payment from the Generico Parties is subsequently disallowed by the relevant Governmental Entity, the Alpha Parties shall promptly return such payment to the Generico Parties together with any interest, penalties and additions to Tax resulting from such disallowance.

  • As an example, if the amount of notional Taxes that constitute Alpha Taxes for the period beginning on January 1, 2007 and ending on the Distribution Date was $20X and the amount of notional Taxes that constitute Generico Taxes for the same period was $30X, then 40 percent of any estimated Tax payments made with respect to that period shall be deemed to have been made on behalf of the Alpha Parties.

  • Any payment that may be due under this Agreement is to be made by wire transfer of immediately available funds to the account designated by the Alpha Parties or the Generico Parties in such notice or by any other method as shall be agreed upon by the Alpha Parties and the Generico Parties.

  • This Agreement shall be deemed to be the joint work product of the Generico Parties and the Alpha Parties and any rule of construction that a document shall be interpreted or construed against a drafter of such document shall not be applicable.

  • Any recoveries by the Generico Parties, the Alpha Parties, or any of their respective Affiliates against third parties (including awards for damages) relating to Restructuring Taxes shall be shared and allocated by the parties consistently with the allocation of the underlying Restructuring Taxes.

  • Any amount payable by the Alpha Parties to the Generico Parties with respect to any Tax pursuant to this Section 2.03(a) shall be reduced by any direct or indirect payments made by the Alpha Parties or any Alpha Affiliate with respect to such Tax after the Distribution Date to any Generico Indemnified Party and by any Prior Payments made by or on behalf of the Alpha Parties.

  • Unless the parties otherwise agree in writing, the Alpha Parties and the Generico Parties shall elect and shall cause each of the Alpha Subsidiaries or Generico Subsidiaries to elect, where permitted by Applicable Laws, to carry forward any loss, credit or similar Tax attribute arising in a Post-Distribution Period, with respect to a Covered Group Return (“Tax Carryover Attribute”) that could, in the absence of such election, be carried back to a Pre-Distribution Period.

  • To the extent that the amount of any such Tax benefit exceeds any payment obligation of the Alpha Parties under this Agreement, the Generico Parties shall pay the amount of such excess to the Alpha Parties when a benefit from such Tax benefit is realized.


More Definitions of Alpha Parties

Alpha Parties means Alpha, New Semantix, First Merger Sub, Second Merger Sub and Third Merger Sub.
Sample 1
Alpha Parties means Alpha, New Semantix, First Merger Sub, Second Merger Sub and Third Merger Sub. “Alpha shareholders” means the holders of Alpha Ordinary Shares.
Sample 1

Related to Alpha Parties

  • Parent Parties has the meaning set forth in ARTICLE V.

  • Purchaser Parties means, collectively, the Purchasers and any of their respective former, current or future directors, officers, employees, agents, general or limited partners, managers, members, stockholders, Affiliates or assignees or any former, current or future director, officer, employee, agent, general or limited partner, manager, member, stockholder, Affiliate or assignee of any of the foregoing.

  • Seller Parties has the meaning set forth in the preamble to this Agreement.

  • Buyer Parties means Buyer, its Affiliates, their members, officers, directors, employees, agents, representatives, successors, and assigns.

  • Selling Parties shall have the meaning specified in the preamble.

  • Settling Parties means, collectively, Plaintiffs, all Settlement Class Members, and Defendants.

  • Parties has the meaning set forth in the Preamble.

  • SpinCo Entities means the entities, the equity, partnership, membership, limited liability, joint venture or similar interests of which are set forth on Schedule IV under the caption “Joint Ventures and Minority Investments.”

  • Backstop Parties means, collectively, the Initial Backstop Parties and the Additional Backstop Parties.

  • Company Parties means the collective reference to Holdings and its Restricted Subsidiaries, including the Borrower, and “Company Party” means any one of them.

  • Covered Parties has the meaning set forth in Section 6.7(a).

  • ATS means an alternative trading system, as defined in Rule 300(a)(1) of Regulation ATS under the Exchange Act.

  • Investor Parties has the meaning set forth in the Preamble.

  • Seller Affiliates has the meaning assigned to such term in Section 2.7.1;

  • Party and Parties means the Settling Defendants, the Plaintiffs, and, where necessary, the Settlement Class Members.

  • ESI means Entergy Services, Inc.

  • Contributing Parties has the meaning assigned to such term in the preamble.

  • Bank Parties means Administrative Agent and the Banks.

  • Warrantors means the Founders, the Founder Holdcos and the Group Companies.

  • Seller’s Representatives means Seller’s accountants, employees, counsel, environmental consultants, financial advisors, and other representatives.

  • SMI means the a supplier managed inventory service (consignment or imprest stock option) as described further in Call Off Schedule 9;

  • Buyer Representatives shall have the meaning set forth in Section 6.4(a).

  • Seller Representatives has the meaning set forth in Section 5.8(a).

  • Commitment Parties means the “Commitment Parties” as defined in the Commitment Letter.

  • ITC (this Section2 of the RFP) means the Instructions to Consultants that provides the Consultants with all information needed to prepare their Proposals.

  • Sponsor Parties means Sponsor, Vendor, and Utility, their respective successors and assigns, and each of their respective affiliates, agents, directors, officers, and employees.