Interested Party

Interested Party. Shall mean AT&T or any other member of the AT&T Communications Group or AT&T Broadband or any other member of the AT&T Broadband Group (including any successor and/or assign of any of each of the foregoing), as the case may be, to the extent (a) such person is not the Controlling Party with respect to a Tax Proceeding; and (b) such person (i) may be liable for, or required to make, any indemnity payment, reimbursement or other payment pursuant to the provisions of this Agreement, or required to... make a payment of any Tax, with respect to such Tax Proceeding; or (ii) may be entitled to receive any indemnity payment, reimbursement or other payment pursuant to the provisions of this Agreement, or be entitled to receive a Refund, with respect to such Tax Proceeding; provided, however, that in no event shall a member of either the AT&T Broadband Group or the AT&T Communications Group, as the case may be, be an Interested Party in a Tax Proceeding in which another member of its Group is the Controlling Party with respect to the Tax Proceeding. For the avoidance of doubt, (i) in no event shall AT&T or a member of the AT&T Communications Group be an Interested Party with respect to any Tax Proceeding relating to AT&T Broadband or a member of the AT&T Broadband Group with respect to a Post-Distribution Taxable Period and (ii) in no event shall AT&T Broadband or a member of the AT&T Broadband Group be an Interested Party with respect to any Tax Proceeding relating to AT&T or a member of the AT&T Communications Group with respect to a Post-Distribution Taxable Period. View More

Interested Party. Shall mean AT&T or any other member of the Common Stock Group or Wireless or any other member of the Wireless Group (including any successor and/or assign of any of each of the foregoing), as the case may be, to the extent (a) such person is not the Controlling Party with respect to a Tax Proceeding; and (b) such person (i) may be liable for, or required to make, any indemnity payment, reimbursement or other payment pursuant to the provisions of this Agreement with respect to such Tax... Proceeding; or (ii) may be entitled to receive any indemnity payment, reimbursement or other payment pursuant to the provisions of this Agreement with respect to such Tax Proceeding; provided, however, that in no event shall a member of either the Common Stock Group or the Wireless Group, as the case may be, be an Interested Party in a Tax Proceeding in which another member of its Group is the Controlling Party with respect to the Tax Proceeding. For the avoidance of doubt, (i) in no event shall a member of the Common Stock Group be an Interested Party with respect to any Tax Proceeding relating to the Wireless Group (or any member thereof) with respect to a Post-Distribution Taxable Period and (ii) in no event shall a member of the Wireless Group be an Interested Party with respect to any Tax Proceeding relating to the Common Stock Group (or any member thereof) with respect to a Post-Distribution Taxable Period. View More

Interested Party. When used with respect to any Sale of the Company shall mean and include: (i) any Person or "group" (as such term is used in Rule 13d-5(b) under the Exchange Act), which is the "beneficial owner" (as such term is used in Rule 13d-3 under the Exchange Act) of more than 10% of the shares of the Common Stock Deemed Outstanding as of immediately prior to any Sale of the Company Effective Date; (ii) any Affiliate, director, officer or equity security holder of any Person or group described in the... preceding clause (i); and (iii) any director or officer the Company or any Subsidiary of the Company, and any Affiliate of any such director or officer of the Company or any Subsidiary of the Company. View More

Interested Party. Means each Person who, as a result of an Involuntary Transfer, has an interest in Stock previously owned by a Stockholder, including (as applicable) the affected Stockholder's estate, personal representative, spouse or successor.

Interested Party. Each Person who, as a result of an Involuntary Transfer, has an interest in Capital Stock previously owned by Shareholder, including (as applicable) the Shareholder's estate, personal representative, former spouse or successor.