IMS HEALTH Group definition

IMS HEALTH Group means IMS HEALTH and each person (other than any member of the NMR Group) that is a Subsidiary of the Corporation immediately prior to the Effective Time.
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IMS HEALTH Group means IMS Health and each Business Entity which is contemplated to remain or become a Subsidiary of IMS Health pursuant to the Distribution Agreement.
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IMS HEALTH Group means IMS Health and each Business Entity that is a Subsidiary of IMS Health, except that IMS Health Group shall not include the Synavant Inc. Group or any of its respective Subsidiaries.
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Examples of IMS HEALTH Group in a sentence

  • Except as otherwise specifically set forth in any Ancillary Agreement, and subject to Section 2.3 hereof, from and after the Effective Time, (i) the Corporation shall, and shall cause each member of the NMR Group to, assume, pay, perform and discharge all NMR Liabilities and (ii) IMS HEALTH shall, and shall cause each member of the IMS HEALTH Group to, assume, pay, perform and discharge all IMS HEALTH Liabilities.

  • The parties hereto recognize that legal and other professional services that have been and will be provided prior to the Distribution Date have been and will be rendered for the benefit of each of the Corporation, the members of the NMR Group and the members of the IMS HEALTH Group, and that each of the Corporation, the members of the NMR Group and the members of the IMS HEALTH Group should be deemed to be the client for the purposes of asserting all privileges which may be asserted under applicable law.

  • Prior to the Distribution Date, each of the Corporation and IMS HEALTH shall enter into, and/or (where applicable) shall cause members of the NMR Group or the IMS HEALTH Group, as applicable, to enter into, the Ancillary Agreements and any other agreements in respect of the Distribution reasonably necessary or appropriate in connection with the transactions contemplated hereby and thereby.

  • In connection with the Distribution, the Corporation shall borrow up to an aggregate of $300 million, the proceeds of which will be used to repay existing intercompany indebtedness to certain members of the IMS HEALTH Group.

  • On or prior to the Distribution Date, each of the Corporation and IMS HEALTH shall enter into, and/or (where applicable) shall cause members of the NMR Group or the IMS HEALTH Group, as applicable, to enter into, the Ancillary Agreements and any other agreements in respect of the Distribution reasonably necessary or appropriate in connection with the transactions contemplated hereby and thereby.

  • In connection with the Distribution, the Corporation shall borrow an aggregate of $300 million, the proceeds of which will be used to pay expenses of the Distribution and to repay existing intercompany indebtedness to certain members of the IMS HEALTH Group.

  • In the event that the IMS HEALTH Group transfers, liquidates or otherwise disposes of the stock or assets of any entity listed on Schedule 3.4(a) and such transfer, liquidation or disposition results in the Corporation recognizing gain pursuant to a gain recognition agreement under Section 367(a) of the Code, then IMS HEALTH shall be liable for any resulting Taxes, including interest, that the Corporation is required to pay.

  • The parties acknowledge that the Corporation has transferred $417 million to IMS HEALTH to repay intercompany indebtedness to certain members of the IMS HEALTH Group existing as of May 31, 1998.

  • The filing of all Tax Returns for periods beginning on or after the Distribution Date (other than Non-Combined Returns and Franchise Tax Returns covered by Section 2.1(a)) shall be the responsibility of the Corporation if they relate to the NMR Group or any member thereof and shall be the responsibility of IMS HEALTH if they relate to the IMS HEALTH Group or any member thereof.

  • All Tax Returns for Other Taxes for periods beginning prior to the Distribution Date that are not subject to the D&B Tax Allocation Agreement shall be prepared and filed by IMS HEALTH if they relate to any member of the IMS HEALTH Group and, otherwise, by the Corporation.

Related to IMS HEALTH Group

  • Group health plan means an employee welfare benefit plan as defined in section 3(1) of subtitle A of title I of the employee retirement income security act of 1974, Public Law 93-406, 29 USC 1002, to the extent that the plan provides medical care, including items and services paid for as medical care to employees or their dependents as defined under the terms of the plan directly or through insurance, reimbursement, or otherwise.

  • ITT means the Purchaser’s invitation to tender dated (date ITT issued).

  • Home health services means part-time or intermittent skilled nursing services, other therapeutic services (physical therapy, occupational therapy, speech therapy), and home health aide services made available on a visiting basis in a place of residence used as the client's home.

  • Home health aide means an individual employed by a home health agency to provide home health services under the direction of a registered nurse or therapist.

  • SpinCo Group means (a) prior to the Effective Time, SpinCo and each Person that will be a Subsidiary of SpinCo as of immediately after the Effective Time, including the Transferred Entities, even if, prior to the Effective Time, such Person is not a Subsidiary of SpinCo; and (b) on and after the Effective Time, SpinCo and each Person that is a Subsidiary of SpinCo.

  • Employer Group means the Corporation and any Parent or Subsidiary and any other corporation or business controlled by, controlling or under common control with, the Corporation, as determined in accordance with Sections 414(b) and (c) of the Code and the Treasury Regulations thereunder, except that in applying Sections 1563(1), (2) and (3) of the Code for purposes of determining the controlled group of corporations under Section 414(b), the phrase “at least 50 percent” shall be used instead of “at least 80 percent” each place the latter phrase appears in such sections and in applying Section 1.414(c)-2 of the Treasury Regulations for purposes of determining trades or businesses that are under common control for purposes of Section 414(c), the phrase “at least 50 percent” shall be used instead of “at least 80 percent” each place the latter phrase appears in Section 1.4.14(c)-2 of the Treasury Regulations. Any such determination as to Separation from Service, however, shall be made in accordance with the applicable standards of the Treasury Regulations issued under Section 409A of the Code.

  • Retiree Health Plan means an "employee welfare benefit plan" within the meaning of Section 3(1) of ERISA that provides benefits to individuals after termination of their employment, other than as required by Section 601 of ERISA.

  • Remainco Group means RemainCo and its Subsidiaries, other than the SpinCo Group.

  • Rural health clinic means a rural health clinic as defined under section 1861 of part C of title XVIII of the social security act, chapter 531, 49 Stat. 620, 42 U.S.C. 1395x, and certified to participate in medicaid and medicare.

  • Employer as defined in Section 3(5) of ERISA.

  • SAP Group means SAP Parent and any of its Associated Companies.

  • Parent Group has the meaning set forth in Section 8.03(c).

  • Broadridge means Broadridge Financial Solutions, Inc.

  • SpinCo shall have the meaning set forth in the Preamble.

  • SpinCo Employee means any individual who, immediately following the Distribution Date, will be employed by Spinco or any member of the Spinco Group in a capacity considered by Spinco to be common law employment, including active employees and employees on vacation and approved leaves of absence (including maternity, paternity, family, sick, short-term or long-term disability leave, qualified military service under the Uniformed Services Employment and Reemployment Rights Act of 1994, and leave under the Family Medical Leave Act and other approved leaves).

  • Supplier Group means the Supplier and its Affiliates from time to time and "Supplier Group Company" means any company or corporation within the Supplier Group;

  • Affiliated Group means any affiliated group within the meaning of Code Section 1504(a) or any similar group defined under a similar provision of state, local or foreign law.

  • Home health agency means a person certified by medicare whose business is to provide to individuals in their places of residence other than in a hospital, nursing home, or county medical care facility 1 or more of the following services: nursing services, therapeutic services, social work services, homemaker services, home health aide services, or other related services.

  • 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.”