Examples of BHS Group in a sentence
Notwithstanding Section 5.06(b) or (c), any costs and expenses related to the defense of any Transaction Third Party Claims shall be shared equally between the Brink’s Group and the BHS Group.
No provision of this Agreement shall require any member of the Brink’s Group or any member of the BHS Group to continue the employment of any employee of any member of the Brink’s Group or any member of the BHS Group for any specific period of time following the Distribution Date.
Brink’s shall keep BHS informed in a timely manner regarding such Tax Contests to the extent relating to the BHS Business, the BHS Group or the assets transferred to BHS pursuant to the Transactions insofar as such Tax Contests would reasonably be expected to affect the BHS Group.
In no event shall Brink’s be required to file any Ruling Request under this Section 7.03(b) unless BHS represents that (A) it has read the Ruling Request and (B) all information and representations, if any, relating to any member of the BHS Group contained in the Ruling Request documents are (subject to any qualifications therein) true, correct and complete.
BHS and all members of the BHS Group shall prepare all Tax Returns in accordance with such written notice.
All indemnification payments under this Agreement shall be made by Brink’s directly to BHS and by BHS directly to Brink’s; provided, however, that if the Companies mutually agree with respect to any such indemnification payment, any member of the Brink’s Group, on the one hand, may make such indemnification payment to any member of the BHS Group, on the other hand, and vice versa.
As of the date hereof, all prior intercompany Tax allocation agreements or arrangements relating to one or more members of the Brink’s Group, on the one hand, and one or more members of the BHS Group, on the other hand, shall be terminated, and no member of any Group shall have any right or obligation in respect of any member of the other Group thereunder.
Brink’s shall in good faith advise BHS in writing of the portion, if any, of any earnings and profits, Tax Attribute or other consolidated, combined or unitary attribute that Brink’s determines shall be allocated or apportioned to the BHS Group under applicable law.
For the avoidance of doubt, Brink’s shall not be liable to any member of the BHS Group for any failure of any determination under this Section 4.08 to be accurate under applicable Tax Law.
No provision of this Agreement shall constitute a limitation on the rights to amend, modify or terminate any benefit plans, programs, policies, agreements or arrangements of any member of the Brink’s Group or any member of the BHS Group, and nothing herein shall be construed as an amendment to any such benefit plan, program, policy, agreement or arrangement.